N-CSR 1 d508238dncsr.htm ALLIANZ VARIABLE INSURANCE PRODUCTS FUND OF FUNDS TRUST ANNUAL REPORT Allianz Variable Insurance Products Fund of Funds Trust Annual Report

 

 

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., 4400 Easton Commons, Suite 200, 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, 2017

 

 

 


Item 1. Reports to Stockholders.

 


AZL® Balanced Index Strategy Fund

Annual Report

December 31, 2017

 

LOGO


Table of Contents

Management Discussion and Analysis

Page  1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 12

Other Federal Income Tax Information

Page 13

Other Information

Page 14

Approval of Investment Advisory Agreement

Page 15

Information about the Board of Trustees and Officers

Page 17

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


AZL® Balanced Index Strategy Fund Review (Unaudited)

 

Allianz Investment Management LLC

serves as the Manager for the AZL®

Balanced Index Strategy Fund.

What factors affected the Fund’s performance during the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL® Balanced Index Strategy Fund (the “Fund”) had a total return of 11.50%. That compared to a 21.83%, 3.54% and 12.42% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

The 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 Bloomberg Barclays Capital U.S. Aggregate Bond Index. Generally, the Fund allocates 40% to 60% of its assets to the underlying equity index funds and between 40% and 60% to the underlying bond index fund.*

Global economic expansion led major stock indexes to new all-time highs during the 12-month period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low-volatility environment. Mid- and small-cap stocks also performed well during the period: The S&P MidCap 400 Index generated a 16.24% return and the SmallCap 600 Index returned 13.23%. Growth stocks were also heavily favored during the year and significantly outperformed value stocks.

International developed markets, as measured by the MSCI EAFE Index, fared even better than U.S. equities, posting a 25.62% return for the year. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index5, posted a return of 37.75%. The strong return ended years of underperformance versus domestic and international developed markets.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risk in their quest for more attractive yields. Credit spreads on corporate bonds ended the year tighter than when the year began, with high-yield bond spreads tightening markedly. Meanwhile, the yield curve flattened sharply, as three rate hikes by the Federal Reserve sent short-term yields higher, while investor demand for attractive yield pushed long-term yields lower.

The Fund, which invests in both U.S. and international markets, underperformed its composite benchmark in 2017. The underperformance was primarily driven by the Fund’s strategic allocation to U.S. mid- and small-cap equities during a period when U.S. large-cap equities outperformed their smaller counterparts. The Fund’s overweight allocation to international equities, on the other hand, supported relative returns as they outperformed their U.S. counterparts.*

Within the Fund’s fixed income holdings, an overweight allocation to 30-year bonds added to relative results. That benefit, however, was more than offset by an underweight allocation to corporate bonds, which outperformed. As a result, the Fund modestly lagged its fixed income benchmark during the period.*

 

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2017.
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  The MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.

 

  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 Index Strategy 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.

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, 2017

 

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

AZL® Balanced Index Strategy Fund

     11.50     5.98     7.36     8.74

S&P 500 Index

     21.83     11.41     15.79     16.44

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     3.74

Balanced Composite Index

     12.42     6.84     8.87     10.19

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

     0.70

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL Balanced Index Strategy Fund

    $ 1,000.00     $ 1,055.40     $ 0.36       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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL Balanced Index Strategy Fund

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

 

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

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income

      50.0

Domestic Equities

      37.4

International Equities

      12.6
   

 

 

 

Total Investment Securities

      100.0

Net other assets (liabilities)

      ^
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

^ Represents less than 0.05%.

 

3


AZL Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (100.0%):  
  20,603,877      AZL Enhanced Bond Index Fund    $ 224,376,218  
  3,257,089      AZL International Index Fund, Class 2      56,347,640  
  1,435,238      AZL Mid Cap Index Fund, Class 2      33,670,676  
  7,202,763      AZL S&P 500 Index Fund, Class 2      116,180,562  
  1,209,750      AZL Small Cap Stock Index Fund, Class 2      18,001,081  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $347,535,745)

     448,576,177  
  

 

 

 
 

Total Investment Securities (Cost $347,535,745)(a) — 100.0%

     448,576,177  
 

Net other assets (liabilities) — 0.0%

     (194,687
  

 

 

 
 

Net Assets — 100.0%

   $ 448,381,490  
  

 

 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

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

 

See accompanying notes to the financial statements.

 

4


AZL Balanced Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investments in affiliates, at cost

    $ 347,535,745
   

 

 

 

Investments in affiliates, at value

    $ 448,576,177

Interest and dividends receivable

      76

Receivable for affiliated investments sold

      37,505

Prepaid expenses

      2,588
   

 

 

 

Total Assets

      448,616,346
   

 

 

 

Liabilities:

   

Cash overdraft

      37,505

Payable for capital shares redeemed

      159,621

Manager fees payable

      18,980

Administration fees payable

      3,595

Custodian fees payable

      338

Administrative and compliance services fees payable

      1,036

Transfer agent fees payable

      692

Trustee fees payable

      667

Other accrued liabilities

      12,422
   

 

 

 

Total Liabilities

      234,856
   

 

 

 

Net Assets

    $ 448,381,490
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 329,596,530

Accumulated net investment income/(loss)

      3,957,705

Accumulated net realized gains/(losses) from investment transactions

      13,786,823

Net unrealized appreciation/(depreciation) on investments

      101,040,432
   

 

 

 

Net Assets

    $ 448,381,490
   

 

 

 

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

      27,442,299

Net Asset Value (offering and redemption price per share)

    $ 16.34
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

   

Dividends from affiliates

    $ 3,794,852

Interest

      89

Dividends

      305

Other income

      892
   

 

 

 

Total Investment Income

      3,796,138
   

 

 

 

Expenses:

   

Manager fees

      221,184

Administration fees

      49,261

Custodian fees

      1,994

Administrative and compliance services fees

      5,318

Transfer agent fees

      4,898

Trustee fees

      18,934

Professional fees

      19,247

Shareholder reports

      10,783

Other expenses

      5,499
   

 

 

 

Total expenses

      337,118
   

 

 

 

Net Investment Income/(Loss)

      3,459,020
   

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

   

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

      7,671,621

Net realized gains distributions from affiliated underlying funds

      8,566,271

Change in net unrealized appreciation/depreciation on affiliated transactions

      28,523,288
   

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

      44,761,180
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 48,220,200
   

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL Balanced Index Strategy Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 3,459,020     $ 8,019,060

Net realized gains/(losses) on investment transactions

      16,237,892       21,738,224

Change in unrealized appreciation/depreciation on investments

      28,523,288       (1,251,752 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      48,220,200       28,505,532
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (9,832,388 )       (11,827,600 )

From net realized gains

      (20,732,059 )       (7,976,603 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (30,564,447 )       (19,804,203 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      15,459,952       30,164,569

Proceeds from dividends reinvested

      30,564,447       19,804,203

Value of shares redeemed

      (53,598,790 )       (52,905,698 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (7,574,391 )       (2,936,926 )
   

 

 

     

 

 

 

Change in net assets

      10,081,362       5,764,403

Net Assets:

       

Beginning of period

      438,300,128       432,535,725
   

 

 

     

 

 

 

End of period

    $ 448,381,490     $ 438,300,128
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 3,957,705     $ 9,832,388
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      950,921       1,926,476

Dividends reinvested

      1,932,013       1,277,690

Shares redeemed

      (3,277,297 )       (3,384,739 )
   

 

 

     

 

 

 

Change in shares

      (394,363 )       (180,573 )
   

 

 

     

 

 

 

 

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,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 15.75     $ 15.44     $ 15.91     $ 15.40     $ 13.91
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.15       0.30       0.34       0.16       0.15

Net Realized and Unrealized Gains/(Losses) on Investments

      1.62       0.73       (0.34 )       0.78       1.63
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.77       1.03       (a)       0.94       1.78
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.38 )       (0.43 )       (0.17 )       (0.23 )       (0.25 )

Net Realized Gains

      (0.80 )       (0.29 )       (0.30 )       (0.20 )       (0.04 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (1.18 )       (0.72 )       (0.47 )       (0.43 )       (0.29 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 16.34     $ 15.75     $ 15.44     $ 15.91     $ 15.40
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      11.50 %       6.75 %       0.01 %       6.11 %       12.93 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 448,381     $ 438,300     $ 432,536     $ 438,651     $ 413,982

Net Investment Income/(Loss)

      0.78 %       1.83 %       2.14 %       1.02 %       1.10 %

Expenses Before Reductions*(c)

      0.08 %       0.08 %       0.08 %       0.08 %       0.08 %

Expenses Net of Reductions*

      0.08 %       0.08 %       0.08 %       0.08 %       0.08 %

Portfolio Turnover Rate

      6 %       12 %       11 %       9 %       8 %

 

* 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, 2017

 

1. Organization

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

The Fund is a “fund of funds,” which means that the Fund invests 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 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.

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) 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. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid 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 %

 

8


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, 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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

     Fair Value
12/31/16
  Purchases
at Cost
  Proceeds from
Sales
 

Net

Realized

Gains/(Losses)

 

Net Change in

Unrealized
Appreciation/

Depreciation

  Fair Value
12/31/17
  Shares as of
12/31/2017
  Dividend
Income
  Net realized
gains
distributions
from affiliated
underlying
funds

AZL Enhanced Bond Index Fund

    $ 213,693,435     $ 14,780,957     $ (8,627,045 )     $ (194,755 )     $ 4,723,626     $ 224,376,218       20,603,877     $ 2,004,674     $ 7,756

AZL International Index Fund, Class 2

      55,595,556       1,032,506       (11,783,972 )       583,970       10,919,580       56,347,640       3,257,089       486,883       424,660

AZL Mid Cap Index Fund, Class 2

      34,709,583       2,046,063       (6,188,478 )       849,441       2,254,067       33,670,676       1,435,238       156,942       1,719,565

AZL S&P 500 Index Fund, Class 2

      114,983,267       7,080,363       (22,092,462 )       5,900,089       10,309,305       116,180,562       7,202,763       1,057,348       5,178,657

AZL Small Cap Stock Index Fund, Class 2

      19,410,475       1,349,949       (3,608,929 )       532,876       316,710       18,001,081       1,209,750       89,005       1,235,633
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 438,392,316     $ 26,289,838     $ (52,300,886 )     $ 7,671,621     $ 28,523,288     $ 448,576,177       33,708,717     $ 3,794,852     $ 8,566,271
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $4,541 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 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)

 

9


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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 (the “Board” or “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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total

Affiliated Investment Companies

       $ 448,576,177        $        $        $ 448,576,177
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

       $ 448,576,177        $        $        $ 448,576,177
      

 

 

        

 

 

        

 

 

        

 

 

 

5. Security Purchases and Sales

For the year ended December 31, 2017, 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

       $ 26,289,838        $ 52,300,886

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $349,174,566. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 99,401,611  

Unrealized (depreciation)

     
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 99,401,611  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL Balanced Index Strategy Fund

       $ 9,834,481        $ 20,729,966        $ 30,564,447

 

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

 

10


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

The tax character of dividends paid to shareholders during the year ended December 31, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL Balanced Index Strategy Fund

       $ 11,827,600        $ 7,976,603        $ 19,804,203

 

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

At December 31, 2017, 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

       $ 3,957,704        $ 15,425,645        $        $ 99,401,611        $ 118,784,960

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 90% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

11


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

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, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with the transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 24.97% 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, 2017, the Fund declared net short-term capital gain distributions of $2,091.

During the year ended December 31, 2017, the Fund declared net long-term capital gain distributions of $20,729,966.

 

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 and Subadvisory Agreements (Unaudited)

Subject to the general supervision of the Board of Trustees (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

15


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

16


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

18


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18


AZL® DFA Multi-Strategy Fund

Annual Report

December 31, 2017

 

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)

 

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, 2017?

For the year ended December 31, 2017, the AZL® DFA Multi-Strategy Fund (the “Fund”) returned 12.69%. That compared to a 21.83%, 3.54% and 14.26% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Multi-Strategy Composite Index1, respectively.

The 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.*

Global economic expansion led major stock indexes to new all-time highs during the 12-month period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low-volatility environment. Mid- and small-cap stocks also performed well during the period: The S&P MidCap 400 Index2 generated a 16.24% return and the SmallCap 600 Index3 returned 13.23%. Growth stocks were also heavily favored during the year and significantly outperformed value stocks.

International developed markets, as measured by the MSCI EAFE Index4, fared even better, and posted a 25.62% return for the period. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index5, posted an impressive return of 37.75% and thereby ended years of underperformance versus domestic and developed international markets.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risk in their quest for more attractive yields. Credit spreads on corporate bonds ended the year tighter than when the year began, with high-yield bond spreads tightening markedly. Meanwhile, the yield curve flattened sharply, as three rate hikes by the Federal Reserve sent short-term yields higher, while investor demand for attractive yield pushed long-term yields lower.

The Fund underperformed its composite benchmark during the period. Its domestic equity holdings were negatively impacted by a bias toward value stocks, which generally underperformed growth stocks. The Fund’s greater-

than-benchmark exposure to small- and mid-cap stocks also detracted from relative results, as those stocks underperformed their large-cap counterparts. The Fund’s exposure to developed and emerging market international equities contributed to returns relative to the composite benchmark, which has no non-U.S. equity exposure.*

Within its fixed-income portfolio, the Fund’s duration exposure was shorter than that of the Bloomberg Barclays U.S. Aggregate Bond Index. That positioning detracted from relative returns as the yield curve flattened during the year. The Fund’s high-credit-quality portfolio also negatively affected performance as spreads tightened during the year, leading to outperformance among lower-rated bonds.*

 

 

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, 2017.
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  The MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.

 

  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 DFA 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.

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.

Debt securities held by the Fund may decline in value due to rising interest rates. Interest rates in the U.S. are at, or near, historic lows, which may increase the Fund’s exposure to risks related to rising rates.

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, 2017

 

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

AZL® DFA Multi-Strategy Fund

     12.69     6.96     9.56     10.90

S&P 500 Index

     21.83     11.41     15.79     16.44

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     3.74

Multi-Strategy Composite Index

     14.26     7.76     10.25     11.46

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

 

Expense Ratio

   Gross  

AZL® DFA Multi-Strategy Fund

     0.97

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL DFA Multi-Strategy Fund

    $ 1,000.00     $ 1,068.00     $ 0.31       0.06 %

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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL DFA Multi-Strategy Fund

    $ 1,000.00     $ 1,024.90     $ 0.31       0.06 %

 

* 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

      48.3

Fixed Income

      39.4

International Equities

      12.4
   

 

 

 

Total Investment Securities

      100.1

Net other assets (liabilities)

      (0.1 )
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL DFA Multi-Strategy Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (100.1%):  
  5,627,452      AZL DFA Emerging Markets Core Equity Fund    $ 63,140,016  
  47,292,061      AZL DFA Five-Year Global Fixed Income Fund      472,920,612  
  7,609,217      AZL DFA International Core Equity Fund      87,201,630  
  35,988,260      AZL DFA U.S. Core Equity Fund      459,210,202  
  9,875,596      AZL DFA U.S. Small Cap Fund      122,556,147  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $1,063,540,017)

     1,205,028,607  
  

 

 

 
 

Total Investment Securities (Cost $1,063,540,017)(a) — 100.1%

     1,205,028,607  
 

Net other assets (liabilities) — (0.1)%

     (832,096
  

 

 

 
 

Net Assets — 100.0%

   $ 1,204,196,511  
  

 

 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

(a) 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, 2017

 

Assets:

   

Investments in affiliates, at cost

    $ 1,063,540,017
   

 

 

 

Investments in affiliates, at value

    $ 1,205,028,607

Receivable for affiliated investments sold

      431,698

Prepaid expenses

      6,938
   

 

 

 

Total Assets

      1,205,467,243
   

 

 

 

Liabilities:

   

Cash overdraft

      431,698

Payable for capital shares redeemed

      746,620

Manager fees payable

      51,207

Administration fees payable

      3,977

Custodian fees payable

      502

Administrative and compliance services fees payable

      2,730

Transfer agent fees payable

      755

Trustee fees payable

      1,759

Other accrued liabilities

      31,484
   

 

 

 

Total Liabilities

      1,270,732
   

 

 

 

Net Assets

    $ 1,204,196,511
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 1,034,088,872

Accumulated net investment income/(loss)

      13,032,239

Accumulated net realized gains/(losses) from investment transactions

      15,586,810

Net unrealized appreciation/(depreciation) on investments

      141,488,590
   

 

 

 

Net Assets

    $ 1,204,196,511
   

 

 

 

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

      84,855,744

Net Asset Value (offering and redemption price per share)

    $ 14.19
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

    

Dividends from affiliates

     $ 13,086,689

Interest

       65

Dividends

       108

Other income

       2,420
    

 

 

 

Total Investment Income

       13,089,282
    

 

 

 

Expenses:

    

Manager fees

       601,525

Administration fees

       53,867

Custodian fees

       2,583

Administrative and compliance services fees

       14,308

Transfer agent fees

       5,496

Trustee fees

       51,029

Professional fees

       51,702

Shareholder reports

       26,713

Other expenses

       15,427
    

 

 

 

Total expenses

       822,650
    

 

 

 

Net Investment Income/(Loss)

       12,266,632
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       17,323,076

Net realized gains distributions from affiliated underlying funds

       2,820,829

Change in net unrealized appreciation/depreciation on affiliated transactions

       110,992,500
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       131,136,405
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 143,403,037
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL DFA Multi-Strategy Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 12,266,632     $ 8,978,919

Net realized gains/(losses) on investment transactions

      20,143,905       (3,461,098 )

Change in unrealized appreciation/depreciation on investments

      110,992,500       99,815,406
   

 

 

     

 

 

 

Change in net assets resulting from operations

      143,403,037       105,333,227
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (9,184,174 )      

From net realized gains

            (423,638,534 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (9,184,174 )       (423,638,534 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      11,253,458       15,533,641

Proceeds from dividends reinvested

      9,184,174       423,638,534

Value of shares redeemed

      (144,629,334 )       (184,491,032 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (124,191,702 )       254,681,143
   

 

 

     

 

 

 

Change in net assets

      10,027,161       (63,624,164 )

Net Assets:

       

Beginning of period

      1,194,169,350       1,257,793,514
   

 

 

     

 

 

 

End of period

    $ 1,204,196,511     $ 1,194,169,350
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 13,032,239     $ 9,184,122
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      845,577       995,074

Dividends reinvested

      674,811       34,696,030

Shares redeemed

      (10,743,935 )       (11,189,344 )
   

 

 

     

 

 

 

Change in shares

      (9,223,547 )       24,501,760
   

 

 

     

 

 

 

 

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,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 12.69     $ 18.08     $ 18.71     $ 17.86     $ 14.96
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.15       0.10       0.01       0.20       0.16

Net Realized and Unrealized Gains/(Losses) on Investments

      1.46       1.32       (0.14 )       0.96       2.97
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.61       1.42       (0.13 )       1.16       3.13
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.11 )             (0.24 )       (0.22 )       (0.20 )

Net Realized Gains

            (6.81 )       (0.26 )       (0.09 )       (0.03 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.11 )       (6.81 )       (0.50 )       (0.31 )       (0.23 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 14.19     $ 12.69     $ 18.08     $ 18.71     $ 17.86
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

      12.69 %       9.32 %       (0.67 )%       6.53 %       21.07 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 1,204,197     $ 1,194,169     $ 1,257,794     $ 1,439,548     $ 1,347,836

Net Investment Income/(Loss)

      1.02 %       0.75 %       (0.07 )%       1.09 %       1.20 %

Expenses Before Reductions*(b)

      0.07 %       0.07 %       0.07 %       0.07 %       0.07 %

Expenses Net of Reductions*

      0.07 %       0.07 %       0.07 %       0.07 %       0.07 %

Portfolio Turnover Rate

      2 %       2 %       114 %(c)       7 %       3 %

 

* 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) 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, 2017

 

1. Organization

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

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) 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. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid 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 %

 

8


AZL DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, 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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

     Fair Value
12/31/16
  Purchases
at Cost
  Proceeds from
Sales
  Net
Realized
Gains/(Losses)
  Net Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/17
  Shares as of
12/31/2017
  Dividend
Income
  Net realized
gains
distributions
from affiliated
underlying
funds

AZL DFA Emerging Markets Core Equity Fund

    $ 55,318,276     $ 633,064     $ (10,290,736 )     $ 182,092     $ 17,297,320     $ 63,140,016       5,627,452     $ 633,063     $ 17,611

AZL DFA Five-Year Global Fixed Income Fund

      462,407,497       14,968,787       (6,378,417 )       48,932       1,873,813       472,920,612       47,292,061       5,413,689      

AZL DFA International Core Equity Fund

      82,866,140       1,103,436       (15,613,200 )       718,953       18,126,301       87,201,630       7,609,217       1,103,435      

AZL DFA U.S. Core Equity Fund

      462,734,052       6,216,076       (89,543,454 )       13,307,124       66,496,404       459,210,202       35,988,260       5,248,892       967,187

AZL DFA U.S. Small Cap Fund

      130,564,710       2,523,641       (20,796,841 )       3,065,975       7,198,662       122,556,147       9,875,596       687,610       1,836,031
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 1,193,890,675     $ 25,445,004     $ (142,622,648 )     $ 17,323,076     $ 110,992,500     $ 1,205,028,607       106,392,586     $ 13,086,689     $ 2,820,829
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $12,381 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,000 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, 2017, actual Trustee compensation was $1,116,333 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)

 

9


AZL DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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 (the “Board” or “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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Affiliated Investment Companies

       $ 1,205,028,607        $        $        $ 1,205,028,607
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

       $ 1,205,028,607        $        $        $ 1,205,028,607
      

 

 

        

 

 

        

 

 

        

 

 

 

5. Security Purchases and Sales

For the year ended December 31, 2017, 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

       $ 25,445,004        $ 142,622,648

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $1,063,908,341. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

   $ 141,186,814  

Unrealized (depreciation)

     (66,548
  

 

 

 

Net unrealized appreciation/(depreciation)

   $ 141,120,266  
  

 

 

 

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.

During the year ended December 31, 2017, the Fund utilized $3,423,112 in CLCFs to offset capital gains.

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL DFA Multi-Strategy Fund

       $ 9,184,174        $        $ 9,184,174

 

(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, 2017

 

The tax character of dividends paid to shareholders during the year ended December 31, 2016 were as follows:

 

        Ordinary
Income
    

Net
Long-Term

Capital Gains

     Total
Distributions(a)

AZL DFA Multi-Strategy Fund

       $ 2,499,782        $ 421,138,752        $ 423,638,534

 

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

At December 31, 2017, 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

       $ 13,032,239        $ 15,955,134        $        $ 141,120,266        $ 170,107,639

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 90% of the Fund. As of December 31, 2017, 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 U.S. Core Equity Fund, and the AZL DFA U.S. Small Cap Fund, which are affiliated with the Investment Adviser.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

11


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AZL 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, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with the transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 53.72% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

15


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

16


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc
. 4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

18


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18

 


AZL® MVP Balanced Index Strategy Fund

Annual Report

December 31, 2017

 

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 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 during the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL® MVP Balanced Index Strategy Fund (the “Fund”) returned 11.40%. That compared to a 21.83%, 3.54% and a 12.42% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

The 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 Bloomberg Barclays Capital U.S. Aggregate Bond Index. Generally, the Fund allocates 40% to 60% of its assets to the underlying equity index funds and between 40% and 60% to the underlying bond index fund. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process, 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.*

Global economic expansion led major stock indexes to new all-time highs during the 12-month period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low-volatility environment. Mid- and small-cap stocks also performed well during the period: The S&P MidCap 400 Index generated a 16.24% return and the SmallCap 600 Index returned 13.23%. Growth stocks were also heavily favored during the year and significantly outperformed value stocks.

International developed markets, as measured by the MSCI EAFE Index, fared even better than U.S. equities, posting a 25.62% return for the year. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index5, posted a return of 37.75%. The strong return ended years of underperformance versus domestic and international developed markets.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risk in their quest for more attractive yields. Credit spreads on corporate bonds ended the year tighter than when the year began, with high-yield bond spreads tightening markedly. Meanwhile, the yield curve flattened sharply, as three rate hikes by the Federal Reserve sent short-term yields higher, while investor demand for attractive yield pushed long-term yields lower.

The Fund, which invests in both U.S. and international markets, underperformed its composite benchmark in 2017. The underperformance was primarily driven by the Fund’s

strategic allocation to U.S. mid- and small-cap equities during a period when U.S. large-cap equities outperformed their smaller counterparts. The Fund’s overweight allocation to international equities, on the other hand, supported relative returns as they outperformed their U.S. counterparts.*

Within the Fund’s fixed income holdings, an overweight allocation to 30-year bonds added to relative results. That benefit, however, was more than offset by an underweight allocation to corporate bonds, which outperformed. As a result, the Fund modestly lagged its fixed income benchmark during the period.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP maintained a neutral equity allocation for the year relative to its target.*

 

 

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, 2017.
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  The MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.

 

  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 Index Strategy 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.

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.

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, 2017

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Balanced Index Strategy Fund

     11.40     5.82     7.19     7.44

S&P 500 Index

     21.83     11.41     15.79     15.36

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     2.47

Balanced Composite Index

     12.42     6.84     8.87     8.89

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

     0.73

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense ratio would be 0.14%.

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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP Balanced Index Strategy Fund

    $ 1,000.00     $ 1,054.40     $ 0.62       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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP Balanced 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

Fixed Income

      47.5

Domestic Equities

      35.0

International Equities

      12.6
   

 

 

 

Total Investment Securities

      95.1

Net other assets (liabilities)

      4.9
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (95.1%):  
  14,056,214      AZL Enhanced Bond Index Fund    $ 153,072,168  
  2,341,672      AZL International Index Fund, Class 2      40,510,932  
  1,031,765      AZL Mid Cap Index Fund, Class 2      24,205,200  
  4,689,232      AZL S&P 500 Index Fund, Class 2      75,637,309  
  869,643      AZL Small Cap Stock Index Fund, Class 2      12,940,281  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $270,824,187)

     306,365,890  
     

 

 

 
 

Total Investment Securities (Cost $270,824,187)(a) — 95.1%

     306,365,890  
 

Net other assets (liabilities) — 4.9%

     15,864,740  
     

 

 

 
 

Net Assets — 100.0%

   $ 322,230,630  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

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

Futures Contracts

Cash of $16,105,607 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

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

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

     3/19/18        59      $ 7,894,200      $ 130,019  

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

     3/21/18        65        8,063,047        (43,191
           

 

 

 
            $ 86,828  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Balanced Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investments in affiliates, at cost

    $ 270,824,187
   

 

 

 

Investments in affiliates, at value

    $ 306,365,890

Segregated cash for collateral

      16,105,607

Interest and dividends receivable

      14,880

Receivable for capital shares issued

      37,337

Receivable for affiliated investments sold

      191,127

Prepaid expenses

      1,869
   

 

 

 

Total Assets

      322,716,710
   

 

 

 

Liabilities:

   

Cash overdraft

      191,127

Payable for capital shares redeemed

      252,058

Manager fees payable

      27,264

Administration fees payable

      3,575

Custodian fees payable

      569

Administrative and compliance services fees payable

      756

Transfer agent fees payable

      689

Trustee fees payable

      487

Other accrued liabilities

      9,555
   

 

 

 

Total Liabilities

      486,080
   

 

 

 

Net Assets

    $ 322,230,630
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 279,091,576

Accumulated net investment income/(loss)

      2,615,699

Accumulated net realized gains/(losses) from investment transactions

      4,894,824

Net unrealized appreciation/(depreciation) on investments

      35,628,531
   

 

 

 

Net Assets

    $ 322,230,630
   

 

 

 

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

      24,084,573

Net Asset Value (offering and redemption price per share)

    $ 13.38
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

   

Dividends from affiliates

    $ 2,553,675

Interest

      140,005

Dividends

      348

Other income

      798
   

 

 

 

Total Investment Income

      2,694,826
   

 

 

 

Expenses:

   

Manager fees

      316,561

Administration fees

      48,500

Custodian fees

      3,111

Administrative and compliance services fees

      3,815

Transfer agent fees

      4,797

Trustee fees

      13,466

Professional fees

      13,832

Shareholder reports

      8,707

Other expenses

      3,708
   

 

 

 

Total expenses

      416,497
   

 

 

 

Net Investment Income/(Loss)

      2,278,329
   

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

   

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

      490,929

Net realized gains distributions from affiliated underlying funds

      5,728,617

Net realized gains/(losses) on futures contracts

      1,426,333

Change in net unrealized appreciation/depreciation on affiliated transactions

      24,106,496

Change in net unrealized appreciation/depreciation on futures contracts

      118,289
   

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

      31,870,664
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 34,148,993
   

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP Balanced Index Strategy Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 2,278,329     $ 4,764,749

Net realized gains/(losses) on investment transactions

      7,645,879       11,249,453

Change in unrealized appreciation/depreciation on investments

      24,224,785       2,043,805
   

 

 

     

 

 

 

Change in net assets resulting from operations

      34,148,993       18,058,007
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (5,886,420 )       (6,185,785 )

From net realized gains

      (11,984,093 )       (2,024,582 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (17,870,513 )       (8,210,367 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      21,993,018       75,326,220

Proceeds from dividends reinvested

      17,870,513       8,210,367

Value of shares redeemed

      (46,656,347 )       (35,768,163 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (6,792,816 )       47,768,424
   

 

 

     

 

 

 

Change in net assets

      9,485,664       57,616,064

Net Assets:

       

Beginning of period

      312,744,966       255,128,902
   

 

 

     

 

 

 

End of period

    $ 322,230,630     $ 312,744,966
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 2,615,699     $ 5,886,408
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      1,662,006       6,087,629

Dividends reinvested

      1,378,898       654,213

Shares redeemed

      (3,503,941 )       (2,934,307 )
   

 

 

     

 

 

 

Change in shares

      (463,037 )       3,807,535
   

 

 

     

 

 

 

 

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,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 12.74     $ 12.30     $ 12.56     $ 12.03     $ 10.69
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.11       0.17       0.22       0.08       0.10

Net Realized and Unrealized Gains/(Losses) on Investments

      1.32       0.64       (0.25 )       0.65       1.24
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.43       0.81       (0.03 )       0.73       1.34
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.26 )       (0.28 )       (0.10 )       (0.12 )      

Net Realized Gains

      (0.53 )       (0.09 )       (0.13 )       (0.08 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.79 )       (0.37 )       (0.23 )       (0.20 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 13.38     $ 12.74     $ 12.30     $ 12.56     $ 12.03
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      11.40 %       6.61 %       (0.22 )%       6.09 %       12.56 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 322,231     $ 312,745     $ 255,129     $ 208,618     $ 155,547

Net Investment Income/(Loss)

      0.72 %       1.69 %       2.08 %       0.97 %       1.09 %

Expenses Before Reductions*(c)

      0.13 %       0.14 %       0.14 %       0.15 %       0.17 %

Expenses Net of Reductions*

      0.13 %       0.14 %       0.14 %       0.15 %       0.17 %

Portfolio Turnover Rate

      9 %       11 %       5 %       6 %       4 %

 

* 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 MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

1. Organization

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

The Fund is a “fund of funds,” which means that the Fund invests 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 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.

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) 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, 2017

 

Futures Contracts

During the year ended December 31, 2017, 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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $15.8 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 130,019     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               43,191  

 

* 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, 2017:

 

Primary Risk Exposure  

Location of Gains/(Losses)

on Derivatives

Recognized

  

Realized Gains/(Losses)

on Derivatives Recognized

     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts   Net Realized gains/(losses) on futures contracts/Change in
net unrealized appreciation/depreciation on futures contracts
   $ 1,357,732        $115,713  

Interest Rate Risk

       
Interest Rate Contracts        68,601        2,576  

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid 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, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, there were no voluntary waivers.

 

9


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

     Fair Value
12/31/16
  Purchases
at Cost
  Proceeds from
Sales
 

Net

Realized
Gains/(Losses)

  Net Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/17
  Shares as of
12/31/2017
  Dividend
Income
 

Net realized
gains
distributions
from affiliated
underlying
funds

AZL Enhanced Bond Index Fund

    $ 148,190,890     $ 15,550,088     $ (13,794,387 )     $ (498,581 )     $ 3,624,158     $ 153,072,168       14,056,214     $ 1,355,994     $

AZL International Index Fund, Class 2

      38,458,535       1,581,296       (7,732,771 )       (13,988 )       8,217,860       40,510,932       2,341,672       343,007       299,170

AZL Mid Cap Index Fund, Class 2

      24,341,674       2,351,030       (4,695,448 )       14,792       2,193,152       24,205,200       1,031,765       111,711       1,223,984

AZL S&P 500 Index Fund, Class 2

      72,271,689       5,539,824       (12,617,249 )       1,006,595       9,436,450       75,637,309       4,689,232       679,902       3,330,011

AZL Small Cap Stock Index Fund, Class 2

      13,851,238       1,550,747       (3,078,691 )       (17,889 )       634,876       12,940,281       869,643       63,061       875,452
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 297,114,026     $ 26,572,985     $ (41,918,546 )     $ 490,929     $ 24,106,496     $ 306,365,890       22,988,526     $ 2,553,675     $  5,728,617
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $3,235 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 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 (the “Board” or “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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

 

10


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Affiliated Investment Companies

       $ 306,365,890        $        $        $ 306,365,890
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         306,365,890                            306,365,890
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         86,828                            86,828
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 306,452,718        $        $        $ 306,452,718
      

 

 

        

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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

       $ 26,572,985        $ 41,918,546

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $273,470,856. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 33,400,919  

Unrealized (depreciation)

    (505,885
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 32,895,034  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Balanced Index Strategy Fund

       $ 6,083,704        $ 11,786,809        $ 17,870,513

 

(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, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Balanced Index Strategy Fund

       $ 6,185,785        $ 2,024,582        $ 8,210,367

 

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

 

11


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

At December 31, 2017, the components of accumulated earnings on a tax basis were as follows:

 

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

Total
Accumulated
Earnings/

(Deficit)

AZL MVP Balanced Index Strategy Fund

       $ 3,233,531        $ 7,042,296        $        $ 32,895,034        $ 43,170,861

 

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

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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 85% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

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, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with brokers and transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 23.90% 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, 2017, the Fund declared net short-term capital gain distributions of $197,284.

During the year ended December 31, 2017, the Fund declared net long-term capital gain distributions of $11,786,810.

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18


AZL® MVP BlackRock Global Strategy Plus Fund

Annual Report

December 31, 2017

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Consolidated Expense Examples and Portfolio Composition

Page 3

Consolidated Schedule of Portfolio Investments

Page 4

Consolidated Statement of Assets and Liabilities

Page 21

Consolidated Statement of Operations

Page 21

Consolidated Statements of Changes in Net Assets

Page 22

Consolidated Financial Highlights

Page 23

Notes to the Consolidated Financial Statements

Page 24

Report of Independent Registered Public Accounting Firm

Page 37

Other Federal Income Tax Information

Page 38

Other Information

Page 39

Approval of Investment Advisory Agreement

Page 40

Information about the Board of Trustees and Officers

Page 42

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 Strategy Plus Fund Review (Unaudited)

 

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

 

 

 

 

   

 

 

 

What factors affected the Fund’s performance for the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL® MVP BlackRock Global Strategy Plus Fund (the “Fund”) returned 11.54%. That compared to a 24.09%, 21.83%, 26.57%, 0.72%, 10.33% and a 13.81% total return for its benchmarks, the FTSE World Index1, the S&P 500 Index1, the FTSE World ex U.S. Index1, the ICE BofA Merrill Lynch 5-Year U.S. Treasury Bond Index1, the Citigroup Non-USD World Government Bond Index1, and the Reference Benchmark1, respectively.

The Fund is a fund of funds that invests primarily in a combination of three underlying mutual funds (the “Underlying Funds”), which are managed by the Manager. The Fund is designed to provide a diversified portfolio consisting of Underlying Funds in equity and fixed income asset classes, combined with the MVP (Managed Volatility Portfolio) risk management process intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.*

U.S. equity markets generated robust returns for the year, but generally underperformed international equities for the 12-month period. The S&P 500 Index gained 21.83%, while the FTSE World Ex US Index posted a stronger advance of 26.57%. Gains among European and Japanese stocks came amid positive corporate earnings reports and accommodative monetary policies from the Bank of Japan and European Central Bank. In the U.S., stocks were driven higher amid expectations of lower tax rates and higher growth rates—an environment that favored growth-oriented stocks.

Positive corporate earnings reports, healthy global economic growth and mild interest rates allowed investors to see past geopolitical tensions, most notably from a hostile North Korea.

In fixed income markets, investors began the year with an appetite for risk, which drove up prices on risk assets, particularly corporate and high-yield bonds. Demand was strong enough to absorb record levels of issuance, leading to narrowing credit spreads. Positive economic data and accommodative policy from most central banks—aside from the well-telegraphed interest rate increases from the Federal Reserve—made for modest but steady returns. Rising short-term rates and strong demand that pushed down yields on long-term bonds led to a dramatic flattening of the yield curve in the fourth quarter, following passage of the tax reform bill in the U.S.

The Fund underperformed its reference benchmark for the 12-month period. The Fund’s active component, AZL BlackRock Global Allocation Fund, underperformed the passive components, which are composed of AZL MSCI Global Equity Index Fund and AZL Enhanced Bond Index Fund.*

Within the Fund’s equities holdings, a higher-than-benchmark exposure to Japanese stocks dragged on relative performance as that country’s equities underperformed international markets.*

From a sector perspective, a below-benchmark exposure to information technology stocks dragged on relative results, as that sector outperformed for the period. Stock selection in the industrials sector also detracted. In addition, the Fund’s currency management strategy—particularly an above-benchmark exposure to the U.S. dollar and an underweight position in the euro—detracted from relative performance.*

The Fund’s relative performance benefited from an above-benchmark exposure to India, which was one of the top-performing markets for the period. Stock selection within the consumer discretionary and utilities sectors also benefited relative results. Stock selection among energy and telecommunications stocks also added.*

The Fund’s underweight position in fixed income contributed to relative results during a period in which stocks strongly outperformed bonds. Exposure to credit, particularly investment grade corporate bonds, added to results as credit spreads tightened.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP process maintained a neutral equity allocation for the year relative to its target. The MVP process detracted slightly from relative results due to mismatches between the hedging instruments used and the target equity and fixed income exposure.*

 

 

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, 2017.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
 

 

1


AZL® MVP BlackRock Global Strategy Plus 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 a combination of Underlying Funds, which are managed by the manager, combined with the MVP risk management process.

 

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.

 

Returns on growth stocks may not move in tandem with returns on other categories of stocks or the market as a whole. Growth stocks may be susceptible to rapid price savings or to adverse developments in certain sectors of the market.

 

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.

 

Mortgage-backed investments involve risk of loss due to prepayments and, like any bond, due to default. Because of the sensitivity of mortgage-related securities to changes in interest rates, the Fund’s performance may be more volatile than if it did not hold these securities.

 

Debt securities held by the Fund may decline in value due to rising interest rates. Interest rates in the U.S. are at, or near, historic lows, which may increase the Fund’s exposure to risks related to rising rates.

 

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 four 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, 2017

 

                      Since  
    1     3     5     Inception  
    Year     Year     Year     (1/10/12)  

AZL® MVP BlackRock Global Strategy Plus Fund

    11.54     4.33     5.73     5.92

FTSE World Index

    24.09     9.96     11.67     12.19

S&P 500 Index

    21.83     11.41     15.79     15.36

FTSE World ex U.S. Index

    26.57     8.34     7.52     8.88

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

    0.72     0.92     0.64     0.92

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

    10.33     1.99     -0.29     0.15

Reference Benchmark

    13.81     5.88     6.39     6.74

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 Strategy Plus Fund

     1.09

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expenses, acquired fund fees and expenses and consolidated expenses) to 0.15% through April 30, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense ratio would be 0.77%. 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 ICE 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 (30%) S&P 500; (20%) FTSE World ex U.S. Index; (30%) ICE BofA Merrill Lynch 5-Year U.S. Treasury Bond; and (20%) Citigroup Non-U.S. Dollar World Government Bond Index. These indexes 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 Strategy Plus Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP BlackRock Global 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized
Expense Ratio
During Period
7/1/17 - 12/31/17

AZL MVP BlackRock Global Strategy Plus Fund

    $ 1,000.00     $ 1,048.80     $ 3.51       0.68 %

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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized
Expense Ratio
During Period
7/1/17 - 12/31/17

AZL MVP BlackRock Global Strategy Plus Fund

    $ 1,000.00     $ 1,021.78     $ 3.47       0.68 %

 

* 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).

 

Consolidated Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Affiliated Investment Companies

      45.0 %

Common Stocks

      28.0

U.S. Treasury Obligations

      10.9

Foreign Bonds

      4.1

Securities Held as Collateral for Securities on Loan

      2.1

Exchange Traded Funds

      1.9

Yankee Dollars

      1.3

Corporate Bonds

      1.2

Money Markets

      1.1

Convertible Preferred Stocks

      0.5

Preferred Stocks

      0.4

Bank Loans

      0.2

Options

      0.1

Convertible Bonds

      0.2

Collateralized Mortgage Obligations

      0.1

Private Placements

      ^

Warrants

      ^
   

 

 

 

Total Investment Securities

      97.0

Net other assets (liabilities)

      3.0
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

^ Represents less than 0.05%

 

 

Investments*   Percent of Net Assets

United States

      77.8 %

Japan

      4.7

United Kingdom

      1.9

France

      1.4

Germany

      1.3

Australia

      1.1

Brazil

      0.9

Netherlands

      0.9

Switzerland

      0.7

India

      0.7

All other countries

      5.7
   

 

 

 

Total Investment Securities

      97.1

Net other assets (liabilities)

      2.9
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

* The portfolio composition percent of net assets by country does not include geographical information of the investments of the Affiliated Investment Companies held by the Fund.
 

 

3


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Shares                
    
    
    
     
Fair Value
 
Common Stocks (28.0%):  
Aerospace & Defense (0.4%):  
  73,962      BAE Systems plc(a)    $ 568,752  
  358      Boeing Co. (The)(a)      105,577  
  452      Dassault Aviation SA(a)      702,591  
  310      General Dynamics Corp.(a)      63,070  
  72,578      Meggitt plc(a)      469,854  
  264      Northrop Grumman Corp.(a)      81,024  
  300      Raytheon Co.(a)      56,355  
  9,619      Safran SA(a)      988,995  
  19      Thales SA(a)      2,044  
  15      United Technologies Corp.(a)      1,914  
     

 

 

 
        3,040,176  
     

 

 

 
Air Freight & Logistics (0.0%):  
  243      Deutsche Post AG(a)      11,542  
     

 

 

 
Airlines (0.5%):  
  34,660      Azul SA, ADR*^(a)      825,947  
  705      Delta Air Lines, Inc.(a)      39,480  
  41,000      Japan Airlines Co., Ltd.(a)      1,604,541  
  27,856      United Continental Holdings, Inc.*(a)      1,877,494  
     

 

 

 
        4,347,462  
     

 

 

 
Auto Components (0.9%):  
  9,300      Aisin Sieki Co., Ltd.(a)      522,627  
  34,100      Bridgestone Corp.(a)      1,586,066  
  51,683      Cheng Shin Rubber Industry Co., Ltd.(a)      91,198  
  4,229      Compagnie Generale des Establissements Michelin SCA, Class B(a)      605,706  
  22,200      Denso Corp.(a)      1,333,023  
  2,400      Exedy Corp.(a)      74,266  
  754      Goodyear Tire & Rubber Co.^(a)      24,362  
  5,000      Koito Manufacturing Co., Ltd.(a)      351,632  
  315      Lear Corp.(a)      55,648  
  191      Magna International(a)      10,827  
  2,400      Stanley Electric Co., Ltd.(a)      97,489  
  30,600      Sumitomo Electric Industries, Ltd.(a)      516,421  
  25,200      Toyota Industries Corp.(a)      1,620,031  
     

 

 

 
        6,889,296  
     

 

 

 
Automobiles (0.4%):  
  140,000      Brilliance China Automotive Holdings, Ltd.(a)      371,968  
  2,000      Dongfeng Motor Corp., Series H(a)      2,421  
  236      Ford Motor Co.(a)      2,948  
  18,600      Fuji Heavy Industries, Ltd.(a)      588,970  
  72      General Motors Co.(a)      2,951  
  2,633      Hero MotoCorp, Ltd.(a)      156,101  
  4,355      Maruti Suzuki India, Ltd.(a)      662,876  
  600      Mazda Motor Corp.(a)      8,052  
  37,100      Suzuki Motor Corp.(a)      2,149,121  
  87      Tata Motors, Ltd.*(a)      585  
  500      Tata Motors, Ltd., Class A*(a)      1,898  
     

 

 

 
        3,947,891  
     

 

 

 
Banks (2.2%):  
  29,662      ABN AMRO Group NV(a)      954,351  
  15,000      Agricultural Bank of China, Ltd.(a)      6,981  
Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Banks, continued  
  576      Banco do Brasil SA(a)    $ 5,527  
  147,147      Bank of America Corp.(a)      4,343,780  
  12,000      Bank of China, Ltd.(a)      5,889  
  3,000      Bank of Communications Co., Ltd., Class H(a)      2,224  
  4      Bank of Montreal(a)      320  
  112      Bank of Nova Scotia(a)      7,229  
  253      Barclays Africa Group, Ltd.(a)      3,734  
  2,027      Barclays plc(a)      5,526  
  90      BNP Paribas SA(a)      6,711  
  12,000      China Construction Bank(a)      11,038  
  32,208      Citigroup, Inc.(a)      2,396,597  
  6      Credicorp, Ltd.(a)      1,245  
  1,049      Criteria Caixacorp SA(a)      4,879  
  197      Danske Bank A/S(a)      7,660  
  201      DnB NOR ASA(a)      3,718  
  1,502      Fifth Third Bancorp^(a)      45,571  
  144      Grupo Financiero Banorte SAB de C.V.(a)      791  
  95      Hana Financial Holdings Group, Inc.(a)      4,421  
  217,505      HSBC Holdings plc(a)      2,242,711  
  8,000      Industrial & Commercial Bank of China(a)      6,416  
  75,541      ING Groep NV(a)      1,389,844  
  13,874      JPMorgan Chase & Co.(a)      1,483,686  
  47,849      Kotak Mahindra Bank, Ltd.(a)      756,786  
  14,698      Lloyds Banking Group plc(a)      13,456  
  600      Mitsubishi UFJ Financial Group, Inc.(a)      4,403  
  122      National Australia Bank, Ltd.(a)      2,806  
  260      Nordea Bank AB(a)      3,148  
  700      Resona Holdings, Inc.(a)      4,184  
  128      Royal Bank of Canada(a)      10,454  
  325      Skandinaviska Enskilda Banken AB, Class A(a)      3,809  
  98      Societe Generale(a)      5,052  
  96,283      State Bank of India(a)      466,486  
  41,300      Sumitomo Mitsui Financial Group, Inc.(a)      1,783,984  
  10,333      SunTrust Banks, Inc.(a)      667,408  
  14      Swedbank AB, Class A(a)      337  
  46      Toronto-Dominion Bank (The)(a)      2,696  
  26      Wells Fargo & Co.(a)      1,577  
  142      Woori Bank(a)      2,088  
  48,846      Yes Bank, Ltd.(a)      240,792  
     

 

 

 
        16,910,315  
     

 

 

 
Beverages (0.2%):  
  15,072      Anheuser-Busch InBev NV(a)      1,680,968  
  10      Brown-Forman Corp., Class B^(a)      687  
  3      Carlsberg A/S, Class B(a)      359  
  267      Coca-Cola Co. (The)(a)      12,250  
  361      Constellation Brands, Inc., Class C(a)      82,514  
  44      Diageo plc(a)      1,610  
  100      Kirin Holdings Co., Ltd.(a)      2,516  
  1,526      PepsiCo, Inc.(a)      182,997  
     

 

 

 
        1,963,901  
     

 

 

 
 

 

Continued

 

4


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Biotechnology (0.3%):  
  822      AbbVie, Inc.(a)    $ 79,496  
  551      Amgen, Inc.(a)      95,819  
  597      Biogen Idec, Inc.*(a)      190,186  
  112      Celgene Corp.*(a)      11,688  
  24,464      Gilead Sciences, Inc.(a)      1,752,601  
  4,128      Tesaro, Inc.*^(a)      342,087  
     

 

 

 
        2,471,877  
     

 

 

 
Building Products (0.3%):  
  100      Asahi Glass Co., Ltd.(a)      4,326  
  10,975      Compagnie de Saint-Gobain SA(a)      603,943  
  4,700      Daikin Industries, Ltd.(a)      556,518  
  10,737      Fortune Brands Home & Security, Inc.(a)      734,840  
  1,923      Masco Corp.(a)      84,497  
  5,000      Nichias Corp.(a)      66,562  
     

 

 

 
        2,050,686  
     

 

 

 
Capital Markets (1.0%):  
  314      Ameriprise Financial, Inc.(a)      53,214  
  852      Bank of New York Mellon Corp. (The)(a)      45,889  
  28,770      Charles Schwab Corp. (The)(a)      1,477,914  
  32      Franklin Resources, Inc.(a)      1,387  
  5,497      Goldman Sachs Group, Inc. (The)(a)      1,400,416  
  100      Hong Kong Exchanges & Clearing, Ltd.(a)      3,055  
  38      Moody’s Corp.(a)      5,609  
  53,674      Morgan Stanley(a)      2,816,274  
  54      Northern Trust Corp.(a)      5,394  
  337      State Street Corp.(a)      32,895  
  244      Thomson Reuters Corp.(a)      10,637  
  127,367      UBS Group AG(a)      2,340,869  
     

 

 

 
        8,193,553  
     

 

 

 
Chemicals (1.6%):  
  32      Agrium, Inc.(a)      3,681  
  15,239      Air Products & Chemicals, Inc.(a)      2,500,415  
  52,500      Asahi Kasei Corp.(a)      676,397  
  25,722      Axalta Coating Systems, Ltd.*(a)      832,364  
  95      BASF SE(a)      10,425  
  15,400      Daicel Chemical Industries, Ltd.(a)      175,274  
  46,106      DowDuPont, Inc.(a)      3,283,670  
  14,744      Evonik Industries AG(a)      553,077  
  32,000      Formosa Chemicals & Fibre Corp.(a)      110,715  
  34,000      Formosa Plastics Corp.(a)      112,677  
  15,600      Hitachi Chemical Co., Ltd.(a)      400,877  
  767      Huntsman Corp.(a)      25,533  
  5,200      Kuraray Co., Ltd.(a)      98,162  
  554      LG Chem, Ltd.(a)      209,384  
  6      Lotte Chemical Corp.(a)      2,058  
  79      Lyondellbasell Industries NV(a)      8,715  
  123      Monsanto Co.(a)      14,364  
  43,000      Nan Ya Plastics Corp.(a)      112,539  
  8,100      Nitto Denko Corp.(a)      720,061  
  22      Praxair, Inc.(a)      3,403  
  70,800      PTT Global Chemical Public Co., Ltd.(a)      184,517  
Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Chemicals, continued  
  18,400      Shin-Etsu Chemical Co., Ltd.(a)    $ 1,866,466  
  5,000      Toagosei Co., Ltd.(a)      63,426  
  56,600      Toray Industries, Inc.(a)      533,937  
  14,400      Ube Industries, Ltd.(a)      423,877  
     

 

 

 
        12,926,014  
     

 

 

 
Commercial Services & Supplies (0.0%):  
  27      Republic Services, Inc., Class A(a)      1,825  
  57      Waste Management, Inc.(a)      4,920  
     

 

 

 
        6,745  
     

 

 

 
Communications Equipment (0.3%):  
  132      Cisco Systems, Inc.(a)      5,056  
  33,036      CommScope Holding Co., Inc.*^(a)      1,249,752  
  18      Motorola Solutions, Inc.^(a)      1,626  
  214,598      Nokia OYJ(a)      1,002,229  
     

 

 

 
        2,258,663  
     

 

 

 
Construction & Engineering (0.2%):  
  4,100      ComSys Holdings Corp.(a)      118,703  
  12,500      Kinden Corp.(a)      203,504  
  2,000      Kyudenko Corp.(a)      96,419  
  5,000      Maeda Road Construction Co., Ltd.(a)      114,647  
  5,000      Nippo Corp.(a)      116,843  
  4,600      Okumura Corp.(a)      189,292  
  22,000      Toda Corp.(a)      176,361  
  6,430      Vinci SA(a)      655,953  
     

 

 

 
        1,671,722  
     

 

 

 
Construction Materials (0.0%):  
  16,108      Cemex SAB de C.V.*(a)      12,053  
  11,000      Siam Cement PCL(a)      165,180  
     

 

 

 
        177,233  
     

 

 

 
Consumer Finance (0.0%):  
  1,079      Ally Financial, Inc.(a)      31,464  
  89      American Express Co.(a)      8,839  
  562      Capital One Financial Corp.(a)      55,964  
  731      Discover Financial Services(a)      56,228  
     

 

 

 
        152,495  
     

 

 

 
Containers & Packaging (0.1%):  
  94      Amcor, Ltd.(a)      1,129  
  776      Crown Holdings, Inc.*(a)      43,650  
  1,075      International Paper Co.(a)      62,286  
  673      Packaging Corp. of America(a)      81,130  
  11,291      WestRock Co.(a)      713,704  
     

 

 

 
        901,899  
     

 

 

 
Distributors (0.0%):  
  3,400      Canon Marketing Japan, Inc.(a)      91,785  
     

 

 

 
Diversified Consumer Services (0.0%):  
  90      New Oriental Education & Technology Group, Inc., ADR(a)      8,460  
     

 

 

 
Diversified Financial Services (0.0%):  
  365      AMP, Ltd.(a)      1,474  
  897      Berkshire Hathaway, Inc., Class B*(a)      177,803  
 

 

Continued

 

5


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Diversified Financial Services, continued  
  79,000      Fubon Financial Holdings Co., Ltd.(a)    $ 134,444  
  346      Rmb Holdings, Ltd.(a)      2,210  
     

 

 

 
        315,931  
     

 

 

 
Diversified Telecommunication Services (0.8%):  
  189      AT&T, Inc.(a)      7,348  
  51,559      Cellnex Telecom SAU(a)      1,319,467  
  4,000      China Telecom Corp., Ltd., Class H(a)      1,903  
  200,000      Chunghwa Telecom Co., Ltd.(a)      712,379  
  34,000      Deutsche Telekom AG, Registered Shares(a)      602,903  
  12,293      El Towers SpA(a)      788,422  
  80,000      HKT Trust & HKT, Ltd.(a)      102,022  
  2,900      Nippon Telegraph & Telephone Corp.(a)      136,479  
  66,100      Singapore Telecommunications, Ltd.(a)      176,476  
  1,156,044      Telecom Italia SpA*(a)      997,849  
  29,641      Telecom Italia RSP(a)      21,169  
  506      Telefonica SA(a)      4,926  
  104      Telenor ASA(a)      2,228  
  408      Telstra Corp., Ltd.(a)      1,155  
  22,669      Verizon Communications, Inc.(a)      1,199,870  
     

 

 

 
        6,074,596  
     

 

 

 
Electric Utilities (0.3%):  
  7,397      CEZ(a)      172,618  
  14,500      CK Infrastructure Holdings, Ltd.(a)      124,481  
  15,000      CLP Holdings, Ltd.(a)      153,504  
  170,709      Enel SpA(a)      1,049,152  
  13      FirstEnergy Corp.(a)      398  
  13,000      Hongkong Electric Holdings, Ltd.(a)      109,714  
  13,251      NextEra Energy, Inc.(a)      2,069,674  
  103      PG&E Corp.(a)      4,617  
  1,755      PGE SA*(a)      6,076  
  297      Scottish & Southern Energy plc(a)      5,290  
     

 

 

 
        3,695,524  
     

 

 

 
Electrical Equipment (0.2%):  
  154      ABB, Ltd.(a)      4,119  
  134      Eaton Corp. plc(a)      10,587  
  24      Emerson Electric Co.(a)      1,673  
  16,000      GS Yuasa Corp.(a)      79,705  
  3,000      Mabuchi Motor Co., Ltd.(a)      161,971  
  93,600      Mitsubishi Electric Corp.(a)      1,555,442  
  274      Rockwell Automation, Inc.(a)      53,799  
     

 

 

 
        1,867,296  
     

 

 

 
Electronic Equipment, Instruments & Components (0.1%):  
  120      Corning, Inc.(a)      3,839  
  2,000      Hitachi, Ltd.(a)      15,560  
  40,400      Hon Hai Precision Industry Co., Ltd.(a)      128,729  
  7,000      Innolux Corp.(a)      2,912  
  5,000      Japan Aviation Electronics Industry, Ltd.(a)      84,666  
  300      Keyence Corp.(a)      167,532  
  60      LG Display Co., Ltd.(a)      1,676  
  6,500      Murata Manufacturing Co., Ltd.(a)      868,870  
     

 

 

 
        1,273,784  
     

 

 

 
Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Energy Equipment & Services (0.1%):  
  84      Halliburton Co.(a)    $ 4,105  
  595      Helmerich & Payne, Inc.(a)      38,461  
  9,259      Schlumberger, Ltd.(a)      623,964  
     

 

 

 
        666,530  
     

 

 

 
Equity Real Estate Investment Trusts (0.1%):  
  621      American Tower Corp.(a)      88,598  
  142      Equity Residential Property Trust(a)      9,055  
  195      HCP, Inc.(a)      5,086  
  18,500      Link REIT (The)(a)      171,437  
  834      Stockland Trust Group(a)      2,917  
  2,585      Unibail-Rodamco SE(a)      651,150  
  49      Vornado Realty Trust(a)      3,831  
  148      Weyerhaeuser Co.(a)      5,218  
     

 

 

 
        937,292  
     

 

 

 
Food & Staples Retailing (0.2%):  
  35      Costco Wholesale Corp.(a)      6,514  
  18,136      CVS Health Corp.(a)      1,314,861  
  2,850      Jeronimo Martins SGPS SA(a)      55,341  
  12      Koninklijke Ahold Delhaize NV(a)      263  
  1,400      Seven & I Holdings Co., Ltd.(a)      58,156  
  7      Sysco Corp.(a)      425  
  149      Walgreens Boots Alliance, Inc.(a)      10,820  
  115      Wal-Mart Stores, Inc.(a)      11,356  
  69      Wesfarmers, Ltd.(a)      2,389  
  334      Woolworths, Ltd.(a)      7,108  
     

 

 

 
        1,467,233  
     

 

 

 
Food Products (0.7%):  
  46,600      Ajinomoto Co., Inc.(a)      878,272  
  94      Associated British Foods plc(a)      3,573  
  350      ConAgra Foods, Inc.(a)      13,185  
  38,863      Danone SA(a)      3,257,781  
  1,173      JBS SA(a)      3,470  
  3,023      Mondelez International, Inc., Class A(a)      129,383  
  32,090      Nestle SA, Registered Shares(a)      2,758,271  
  137      Tiger Brands, Ltd.(a)      5,109  
  522      Tyson Foods, Inc., Class A(a)      42,319  
  85,000      Uni-President Enterprises Corp.(a)      188,458  
  125,000      Want Want China Holdings, Ltd.(a)      104,587  
  6,500      WH Group, Ltd.(a)      7,327  
  900      Wilmar International, Ltd.(a)      2,075  
     

 

 

 
        7,393,810  
     

 

 

 
Gas Utilities (0.2%):  
  327      GAIL India, Ltd.(a)      2,553  
  12,748      Gas Natural SDG SA(a)      294,102  
  59,500      Tokyo Gas Co., Ltd.(a)      1,358,957  
     

 

 

 
        1,655,612  
     

 

 

 
Health Care Equipment & Supplies (0.3%):  
  3,159      Baxter International, Inc.(a)      204,198  
  152      Boston Scientific Corp.*(a)      3,768  
  18,000      HOYA Corp.(a)      899,542  
 

 

Continued

 

6


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Health Care Equipment & Supplies, continued  
  1,508      Medtronic plc(a)    $ 121,771  
  100      Olympus Co., Ltd.(a)      3,829  
  826      Stryker Corp.(a)      127,898  
  12,748      Zimmer Holdings, Inc.(a)      1,538,301  
     

 

 

 
        2,899,307  
     

 

 

 
Health Care Providers & Services (0.9%):  
  18,144      Acadia Healthcare Co., Inc.*^(a)      592,039  
  521      Aetna, Inc.(a)      93,983  
  4,100      Alfresa Holdings Corp.(a)      96,242  
  5,524      Anthem, Inc.(a)      1,242,955  
  217      Express Scripts Holding Co.*(a)      16,197  
  24,733      HCA Holdings, Inc.*(a)      2,172,547  
  187      McKesson Corp.(a)      29,163  
  4,700      Medipal Holdings Corp.(a)      92,055  
  39,737      NMC Health plc(a)      1,547,343  
  606,122      PT Siloam International Hospital Tbk*(a)      427,596  
  2,100      Suzuken Co., Ltd.(a)      86,421  
  31,311      Tenet Healthcare Corp.*^(a)      474,675  
  979      UnitedHealth Group, Inc.(a)      215,830  
     

 

 

 
        7,087,046  
     

 

 

 
Hotels, Restaurants & Leisure (0.2%):  
  225      Carnival Corp., Class A(a)      14,933  
  18      Compass Group plc(a)      389  
  10,200      Genting Singapore plc(a)      9,970  
  60      Hilton Worldwide Holdings, Inc.(a)      4,792  
  215      Las Vegas Sands Corp.(a)      14,940  
  589      McDonald’s Corp.(a)      101,379  
  28,573      MGM Resorts International(a)      954,052  
  322      Royal Caribbean Cruises, Ltd.(a)      38,408  
  5,226      Sodexo SA(a)      701,588  
  662      Wyndham Worldwide Corp.(a)      76,706  
  400      Wynn Resorts, Ltd.(a)      67,436  
  70      Yum China Holdings, Inc.(a)      2,801  
     

 

 

 
        1,987,394  
     

 

 

 
Household Durables (0.3%):  
  2,800      Alpine Electronics, Inc.(a)      58,007  
  11,076      Berkeley Group Holdings plc (The)(a)      627,071  
  1,485      Coway Co., Ltd.(a)      135,315  
  5,268      Mohawk Industries, Inc.*(a)      1,453,441  
  400      Panasonic Corp.(a)      5,859  
  200      Sony Corp.(a)      8,985  
     

 

 

 
        2,288,678  
     

 

 

 
Household Products (0.0%):  
  1,498      Colgate-Palmolive Co.(a)      113,024  
  227      Hindustan Unilever, Ltd.(a)      4,856  
  38      Kimberly-Clark Corp.(a)      4,585  
  256      Procter & Gamble Co. (The)(a)      23,521  
  31      Reckitt Benckiser Group plc(a)      2,895  
  200      Unicharm Corp.(a)      5,200  
     

 

 

 
        154,081  
     

 

 

 
Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Independent Power & Renewable Electricity Producers (0.1%):  
  4,000      China Resources Power Holdings Co.(a)    $ 7,448  
  14,067      NextEra Energy Partners LP^(a)      606,429  
  10,679      Vistra Energy Corp.*^(a)      195,639  
     

 

 

 
        809,516  
     

 

 

 
Industrial Conglomerates (0.7%):  
  240      3M Co., Class C(a)      56,489  
  93,186      General Electric Co.(a)      1,626,096  
  2,000      Jardine Matheson Holdings, Ltd.(a)      121,429  
  75,244      Koninklijke Philips Electronics NV(a)      2,846,238  
  3,708      Siemens AG, Registered Shares(a)      514,418  
  29,751      Smiths Group plc(a)      595,059  
  4,000      Toshiba Corp.*^(a)      11,245  
     

 

 

 
        5,770,974  
     

 

 

 
Insurance (0.7%):  
  10,427      Allstate Corp. (The)(a)      1,091,811  
  51      American International Group, Inc.(a)      3,039  
  78      Aon plc(a)      10,452  
  278      Aviva plc(a)      1,900  
  33,007      AXA SA(a)      978,156  
  75,000      Cathay Financial Holding Co., Ltd.(a)      134,516  
  6,959      Chubb, Ltd.(a)      1,016,919  
  2,275      Hartford Financial Services Group, Inc. (The)(a)      128,037  
  1,727      Legal & General Group plc(a)      6,356  
  10,324      Marsh & McLennan Cos., Inc.(a)      840,270  
  24,886      MetLife, Inc.(a)      1,258,236  
  2      Muenchener Rueckversicherungs-Gesellschaft AG(a)      434  
  12      Progressive Corp. (The)(a)      676  
  502      Prudential Financial, Inc.(a)      57,720  
  53      Prudential plc(a)      1,362  
  364      Reinsurance Group of America, Inc.(a)      56,759  
  4,671      SBI Life Insurance Co., Ltd.*(a)      50,955  
  15      Swiss Re AG(a)      1,404  
  19,500      Tokio Marine Holdings, Inc.(a)      890,126  
  1,202      Travelers Cos., Inc. (The)(a)      163,039  
  35      Zurich Insurance Group AG(a)      10,647  
     

 

 

 
        6,702,814  
     

 

 

 
Internet & Direct Marketing Retail (0.6%):  
  3,625      Amazon.com, Inc.*(a)      4,239,328  
  149      Expedia, Inc.(a)      17,846  
  7      Priceline Group, Inc. (The)*(a)      12,164  
  200      Rakuten, Inc.(a)      1,829  
  16,758      TripAdvisor, Inc.*^(a)      577,481  
     

 

 

 
        4,848,648  
     

 

 

 
Internet Software & Services (1.3%):  
  4,334      Alibaba Group Holding, Ltd., ADR*^(a)      747,311  
  24      Alphabet, Inc., Class A*(a)      25,282  
  4,113      Alphabet, Inc., Class C*(a)      4,303,844  
  55,564      Cloudera, Inc.*^(a)      917,917  
  95,700      Dropbox, Inc.*(a)(b)(c)      1,358,940  
  295      eBay, Inc.*(a)      11,133  
  15,296      Facebook, Inc., Class A*(a)      2,699,132  
  5,547      Lookout, Inc.*(a)(b)(c)      1,165  
 

 

Continued

 

7


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Internet Software & Services, continued  
  100      Tencent Holdings, Ltd.(a)    $ 5,170  
  660      VeriSign, Inc.*^(a)      75,530  
     

 

 

 
        10,145,424  
     

 

 

 
IT Services (0.8%):  
  514      Accenture plc, Class C(a)      78,689  
  151      Alliance Data Systems Corp.(a)      38,275  
  12      Amadeus IT Holding SA(a)      864  
  1,070      Amdocs, Ltd.(a)      70,064  
  17      Automatic Data Processing, Inc.(a)      1,992  
  46      Cognizant Technology Solutions Corp., Class A(a)      3,267  
  59      DXC Technology Co.(a)      5,599  
  9,393      FleetCor Technologies, Inc.*(a)      1,807,496  
  2,000      Fujitsu, Ltd.(a)      14,178  
  6,615      Global Payments, Inc.(a)      663,088  
  198      HCL Technologies, Ltd.(a)      2,763  
  85,114      Infosys, Ltd.(a)      1,387,963  
  7,635      International Business Machines Corp.(a)      1,171,362  
  5,504      MasterCard, Inc., Class A(a)      833,085  
  332      Tech Mahindra, Ltd.(a)      2,619  
  7,110      Visa, Inc., Class A(a)      810,682  
     

 

 

 
        6,891,986  
     

 

 

 
Life Sciences Tools & Services (0.0%):  
  54      Agilent Technologies, Inc.(a)      3,616  
  14      Illumina, Inc.*(a)      3,059  
  13      IQVIA Holdings, Inc.*(a)      1,273  
  718      Thermo Fisher Scientific, Inc.(a)      136,334  
     

 

 

 
        144,282  
     

 

 

 
Machinery (0.5%):  
  255      Caterpillar, Inc.(a)      40,183  
  209      Cummins, Inc.(a)      36,918  
  20,258      Doosan Bobcat, Inc.(a)      677,651  
  10,308      GEA Group AG(a)      494,199  
  7,200      Hino Motors, Ltd.(a)      93,411  
  333      Illinois Tool Works, Inc.(a)      55,561  
  85      Ingersoll-Rand plc(a)      7,581  
  28,100      Komatsu, Ltd.(a)      1,018,014  
  29,500      Kubota Corp.(a)      577,737  
  125      PACCAR, Inc.(a)      8,885  
  165      Sandvik AB(a)      2,885  
  33,134      SKF AB, Class B(a)      735,011  
  452      Volvo AB, Class B(a)      8,413  
  334      WABCO Holdings, Inc.*(a)      47,929  
     

 

 

 
        3,804,378  
     

 

 

 
Marine (0.0%):  
  1      A.P. Moeller — Maersk A/S, Class A(a)      1,667  
  3      A.P. Moeller — Maersk A/S, Class B(a)      5,229  
     

 

 

 
        6,896  
     

 

 

 
Media (1.1%):  
  4,341      Charter Communications, Inc., Class A*(a)      1,458,402  
  97,369      Comcast Corp., Class A(a)      3,899,628  
Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Media, continued  
  8,573      DISH Network Corp., Class A*(a)    $ 409,361  
  15,329      I-Cable Communications, Ltd.*(a)      451  
  2,623      Liberty Broadband Corp., Class A*(a)      223,086  
  8,271      Liberty Broadband Corp., Class C*(a)      704,358  
  11,226      Liberty Global plc, Class A*^(a)      402,340  
  64      Liberty Global plc, Series C*(a)      2,166  
  9,407      Liberty SiriusXM Group, Class A*(a)      373,082  
  15,764      Liberty SiriusXM Group, Class C*(a)      625,200  
  9,400      Nippon Television Holdings, Inc.(a)      161,064  
  84,407      RAI Way SpA(a)      515,220  
  72      Time Warner, Inc.(a)      6,586  
  3,100      Toho Co., Ltd.(a)      107,390  
  6,800      TV Asahi Holdings Corp.(a)      136,519  
  48      Vivendi Universal SA(a)      1,291  
  54,080      Zon Multimedia Servicos de Telecommunicacoes e Multimedia SGPS SA(a)      355,537  
     

 

 

 
        9,381,681  
     

 

 

 
Metals & Mining (0.0%):  
  35      Anglo American plc(a)      731  
  128      Barrick Gold Corp.(a)      1,852  
  280      BHP Billiton, Ltd.(a)      6,444  
  1,900      DOWA Mining Co.(a)      77,607  
  569      Eregli Demir ve Celik Fabrikalari T.A.S.(a)      1,503  
  72,391      Platinum Group Metals, Ltd.*(a)      22,007  
  11,061      Platinum Group Metals, Ltd.*(a)      3,344  
  533      POSCO(a)      165,520  
  103      Rio Tinto plc(a)      5,435  
  94      Rio Tinto, Ltd.(a)      5,546  
  249      Teck Cominco, Ltd., Class B(a)      6,512  
  14,200      Tokyo Steel Manufacturing Co., Ltd.(a)      127,463  
  326      Vale SA(a)      3,958  
  550      Vedanta, Ltd.(a)      2,835  
  2,900      Yamato Kogyo Co., Ltd.(a)      84,067  
     

 

 

 
        514,824  
     

 

 

 
Multiline Retail (0.1%):  
  437      Kohl’s Corp.^(a)      23,699  
  12,784      Target Corp.(a)      834,156  
     

 

 

 
        857,855  
     

 

 

 
Multi-Utilities (0.3%):  
  73      AGL Energy, Ltd.(a)      1,385  
  809      CenterPoint Energy, Inc.(a)      22,943  
  1,789      Centrica plc(a)      3,312  
  2,096      Dominion Energy, Inc.(a)      169,902  
  803      E.ON AG(a)      8,706  
  44      Engie Group(a)      756  
  61,469      Innogy Se(a)      2,395,177  
  3,630      National Grid plc(a)      42,633  
  6,944      Sempra Energy(a)      742,452  
     

 

 

 
        3,387,266  
     

 

 

 
 

 

Continued

 

8


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Oil, Gas & Consumable Fuels (2.1%):  
  34,776      Anadarko Petroleum Corp.(a)    $ 1,865,385  
  33,191      BP plc, ADR(a)      1,395,018  
  53,501      BP plc(a)      377,244  
  337      Chevron Corp.(a)      42,189  
  7,000      CNOOC, Ltd.(a)      10,064  
  25,479      Coal India, Ltd.(a)      104,979  
  107      ConocoPhillips Co.(a)      5,873  
  134,367      EnCana Corp.(a)      1,791,113  
  9,739      EQT Corp.(a)      554,344  
  344      Exxon Mobil Corp.(a)      28,772  
  23,000      Formosa Petrochemical Corp.(a)      89,170  
  415      Hindustan Petroleum Corp., Ltd.(a)      2,721  
  323      Indian Oil Corp., Ltd.(a)      1,966  
  208      Kinder Morgan, Inc.(a)      3,759  
  19,519      Marathon Petroleum Corp.(a)      1,287,864  
  37,305      Oil & Natural Gas Corp., Ltd.(a)      114,059  
  49      ONEOK, Inc.(a)      2,619  
  354      Petroleo Brasileiro SA*(a)      1,719  
  587      Phillips 66(a)      59,375  
  9,688      Pioneer Natural Resources Co.(a)      1,674,571  
  43      Polski Koncern Naftowy Orlen SA(a)      1,306  
  1,205      Polskie Gornictwo Naftowe i Gazownictwo
SA(a)
     2,175  
  127,411      Reliance Industries, Ltd.(a)      1,838,318  
  53      Repsol SA(a)      937  
  70      Royal Dutch Shell plc, Class A(a)      2,343  
  24,408      Royal Dutch Shell plc, Class A, ADR(a)      1,628,258  
  38,168      Royal Dutch Shell plc, Class A(a)      1,272,706  
  429      Royal Dutch Shell plc, Class B(a)      14,466  
  31      SK Energy Co., Ltd.(a)      5,904  
  14,967      Snam SpA(a)      73,273  
  6      Suncor Energy, Inc.(a)      220  
  32,300      Thai Oil Public Co., Ltd.(a)      102,614  
  650      Total SA, ADR(a)      35,932  
  17,028      Total SA(a)      939,410  
  233      Tupras-Turkiye Petrol Rafine(a)      7,472  
  1,337      Valero Energy Corp.(a)      122,884  
  94,613      Williams Cos., Inc. (The)(a)      2,884,749  
     

 

 

 
        18,345,771  
     

 

 

 
Personal Products (0.2%):  
  1,344      Amorepacific Corp.(a)      381,775  
  19,407      Edgewell Personal Care Co.*^(a)      1,152,582  
  100      Kao Corp.(a)      6,765  
  180      LG Household & Health Care, Ltd.(a)      199,582  
  162      Unilever NV(a)      9,101  
     

 

 

 
        1,749,805  
     

 

 

 
Pharmaceuticals (1.0%):  
  8      Allergan plc(a)      1,309  
  71,200      Astellas Pharma, Inc.(a)      904,439  
  20,048      Bayer AG, Registered Shares(a)      2,493,165  
  23      Bristol-Myers Squibb Co.(a)      1,409  
  64,215      GlaxoSmithKline plc(a)      1,135,608  
  2,439      Gw Pharmaceuticals, ADR*(a)      321,972  
Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Pharmaceuticals, continued  
  1,315      Johnson & Johnson Co.(a)    $ 183,732  
  89      Merck & Co., Inc.(a)      5,008  
  100      Mitsubishi Tanabe Pharma Corp.(a)      2,062  
  101      Novartis AG, Registered Shares(a)      8,541  
  2,100      Otsuka Holdings Co., Ltd.(a)      91,977  
  78,571      Pfizer, Inc.(a)      2,845,842  
  69      Roche Holding AG(a)      17,457  
  12,986      Sanofi-Aventis SA(a)      1,118,004  
  200      Shionogi & Co., Ltd.(a)      10,815  
  10      UCB SA(a)      792  
     

 

 

 
        9,142,132  
     

 

 

 
Professional Services (0.1%):  
  29      Experian plc(a)      637  
  290      Manpower, Inc.(a)      36,572  
  8,345      Randstad Holding NV(a)      511,953  
  3      SGS SA, Registered Shares(a)      7,822  
     

 

 

 
        556,984  
     

 

 

 
Real Estate Management & Development (0.7%):  
  301,000      CapitaLand, Ltd.(a)      793,226  
  30,000      Hang Lung Properties, Ltd.(a)      73,213  
  600      Hongkong Land Holdings, Ltd.(a)      4,219  
  1,000      Longfor Properties Co., Ltd.(a)      2,506  
  56,000      Sino Land Co., Ltd.(a)      99,149  
  112,666      Sun Hung Kai Properties, Ltd.(a)      1,876,832  
  12,000      Swire Pacific, Ltd., Class A(a)      111,073  
  600      Swire Properties, Ltd.(a)      1,935  
  42,143      The St. Joe Co.*^(a)      760,681  
  14,611      Vonovia SE(a)      723,158  
  19,000      Wharf Holdings, Ltd. (The)(a)      65,703  
  20,000      Wharf Real Estate Investment Co., Ltd.*(a)      133,118  
     

 

 

 
        4,644,813  
     

 

 

 
Road & Rail (0.7%):  
  78      Canadian National Railway Co.(a)      6,433  
  66,400      ComfortDelGro Corp., Ltd.(a)      98,217  
  32      CSX Corp.(a)      1,760  
  20,600      East Japan Railway Co.(a)      2,008,583  
  12,483      Kansas City Southern(a)      1,313,461  
  100      Kintetsu Corp.(a)      3,825  
  12,000      Kyushu Railway Co.(a)      371,344  
  21      Norfolk Southern Corp.(a)      3,043  
  5,300      Seino Holdings Co., Ltd.(a)      83,945  
  28      Union Pacific Corp.(a)      3,755  
  7,900      West Japan Railway Co.(a)      576,407  
     

 

 

 
        4,470,773  
     

 

 

 
Semiconductors & Semiconductor Equipment (0.6%):  
  259      Applied Materials, Inc.(a)      13,240  
  2      Broadcom, Ltd.(a)      514  
  1,690      Intel Corp.(a)      78,010  
  554      KLA-Tencor Corp.(a)      58,209  
  45      Lam Research Corp.(a)      8,283  
  164      Micron Technology, Inc.*(a)      6,744  
 

 

Continued

 

9


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Semiconductors & Semiconductor Equipment, continued  
  7      NVIDIA Corp.(a)    $ 1,355  
  53,731      QUALCOMM, Inc.(a)      3,439,858  
  28,800      Renesas Electronics Corp.*(a)      333,410  
  11,600      ROHM Co., Ltd.(a)      1,278,124  
  73      SK Hynix, Inc.(a)      5,155  
  17,000      Taiwan Semiconductor Manufacturing Co., Ltd.(a)      130,666  
  134      Texas Instruments, Inc.(a)      13,995  
     

 

 

 
        5,367,563  
     

 

 

 
Software (1.6%):  
  10,014      Activision Blizzard, Inc.(a)      634,086  
  547      Adobe Systems, Inc.*(a)      95,856  
  8      Autodesk, Inc.*(a)      839  
  335      CA, Inc.(a)      11,149  
  107      Check Point Software Technologies, Ltd.*^(a)      11,087  
  101      Dell Technologies, Inc., Class V*(a)      8,209  
  6,063      Electronic Arts, Inc.*(a)      636,979  
  584      Intuit, Inc.(a)      92,144  
  86,582      Microsoft Corp.(a)      7,406,224  
  308      Oracle Corp.(a)      14,562  
  111      SAP AG(a)      12,445  
  39,037      Snap, Inc., Class A*^(a)      570,331  
  33      Symantec Corp.^(a)      926  
  68,532      Uber Technologies, Inc.*(a)(b)(c)      2,259,500  
  5,380      VMware, Inc., Class A*^(a)      674,222  
     

 

 

 
        12,428,559  
     

 

 

 
Specialty Retail (0.4%):  
  621      Home Depot, Inc. (The)(a)      117,698  
  1,660      Hotel Shilla Co., Ltd.(a)      131,425  
  2,231      Lowe’s Cos., Inc.(a)      207,349  
  7,865      O’Reilly Automotive, Inc.*^(a)      1,891,847  
  323      Ross Stores, Inc.(a)      25,921  
  700      Shimamura Co., Ltd.(a)      77,004  
  8,454      TJX Cos., Inc. (The)(a)      646,393  
  11,753      Williams-Sonoma, Inc.^(a)      607,630  
     

 

 

 
        3,705,267  
     

 

 

 
Technology Hardware, Storage & Peripherals (0.8%):  
  32,737      Apple, Inc.(a)      5,540,082  
  430      Hewlett Packard Enterprise Co.(a)      6,175  
  659      HP, Inc.(a)      13,846  
  4,000      Pegatron Corp.(a)      9,670  
  45,476      Pure Storage, Inc., Class A*^(a)      721,249  
  9      Samsung Electronics Co., Ltd.(a)      21,385  
  517      Western Digital Corp.(a)      41,117  
     

 

 

 
        6,353,524  
     

 

 

 
Textiles, Apparel & Luxury Goods (0.1%):  
  16      Adidas AG(a)      3,194  
  12,670      Luxottica Group SpA(a)      776,341  
  4      LVMH Moet Hennessy Louis Vuitton SA(a)      1,175  
  239      PVH Corp.(a)      32,793  
  78      Swatch Group AG (The), Registered
Shares(a)
     5,963  
     

 

 

 
        819,466  
     

 

 

 
Shares                
    
    
    
     
Fair Value
 
Common Stocks, continued  
Thrifts & Mortgage Finance (0.0%):  
  7,983      Housing Development Finance Corp., Ltd.(a)    $ 213,678  
     

 

 

 
Tobacco (0.1%):  
  174      Imperial Tobacco Group plc, Class A(a)      7,434  
  100      Japan Tobacco, Inc.(a)      3,221  
  5,110      KT&G Corp.(a)      551,488  
  135      Philip Morris International, Inc.(a)      14,263  
     

 

 

 
        576,406  
     

 

 

 
Trading Companies & Distributors (0.0%):  
  700      Marubeni Corp.(a)      5,084  
  433      United Rentals, Inc.*(a)      74,437  
     

 

 

 
        79,521  
     

 

 

 
Transportation Infrastructure (0.0%):  
  65      Aena SA(a)      13,157  
  46      Atlantia SpA(a)      1,451  
  3,800      Kamigumi Co., Ltd.(a)      83,999  
     

 

 

 
        98,607  
     

 

 

 
Wireless Telecommunication Services (0.6%):  
  33,500      Advanced Information Service plc(a)      196,365  
  1,000      China Mobile, Ltd.(a)      10,123  
  111,000      Far EasTone Telecommunications Co.,
Ltd.(a)
     274,200  
  85,100      Intouch Holdings Public Co., Ltd.(a)      146,765  
  5,500      KDDI Corp.(a)      136,954  
  26      MTN Group, Ltd.(a)      288  
  646      SK Telecom Co., Ltd.(a)      161,196  
  99,000      Taiwan Mobile Co., Ltd.(a)      357,659  
  20,129      Vodafone Group plc, ADR^(a)      642,115  
  750,920      Vodafone Group plc(a)      2,371,754  
     

 

 

 
        4,297,419  
     

 

 

 
 

Total Common Stocks (Cost $186,122,892)

     233,902,661  
  

 

 

 
Preferred Stocks (0.4%):       
Banks (0.1%):  
  240      Banco Bradesco SA, 0.51%(a)      2,450  
  14,150      Citigroup Capital XIII, Series A, 3.49%^(a)      388,842  
  318      Itau Unibanco Holding SA, Preferred Shares,
Series S, 0.42%(a)
     4,083  
  84,000      USB Capital IX, 3.50%(US0003M+102bps)(a)      76,020  
     

 

 

 
        471,395  
     

 

 

 
Consumer Finance (0.1%):  
  16,151      GMAC Capital Trust I, Series 2, 1.54%^(a)      419,118  
     

 

 

 
Health Care Providers & Services (0.1%):  
  16,042      Anthem, Inc., 4.82%^(a)      898,353  
  143,925      Grand Rounds, Inc., Series C*(a)(b)(c)      410,186  
     

 

 

 
        1,308,539  
     

 

 

 
Internet Software & Services (0.1%):  
  63,925      Lookout, Inc., Preffered Shares,
Series F*(a)(b)(c)
     596,420  
     

 

 

 
Software (0.0%):       
  116,157      Palantir Technologies, Inc., Series I*(a)(b)(c)      658,610  
     

 

 

 
Technology Hardware, Storage & Peripherals (0.0%):  
  4      Samsung Electronics Co., Ltd., 1.34%(a)      7,799  
     

 

 

 
 

Total Preferred Stocks (Cost $3,360,442)

     3,461,881  
  

 

 

 
 

 

Continued

 

10


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
               
    
    
    
     
Fair Value
 
Warrant (0.0%):       
Paper & Forest Products (0.0%):  
  157,250      TFS Corp., Ltd.(a)    $ 11  
     

 

 

 
 

Total Warrant (Cost $—)

     11  
  

 

 

 
Convertible Preferred Stocks (0.5%):  
Banks (0.0%):       
  125      Wells Fargo & Co., Series L, Class A, 7.5%(a)      163,749  
     

 

 

 
Equity Real Estate Investment Trusts (0.1%):  
  526      Crown Castle International Corp.,
Series A, 8.68%^(a)
     593,749  
  6,022      Welltower, Inc., Series I, 6.50%^(a)      360,537  
     

 

 

 
        954,286  
     

 

 

 
Internet Software & Services (0.1%):  
  144,482      Domo, Inc., Series E*(a)(b)(c)      905,902  
     

 

 

 
Multi-Utilities (0.1%):       
  12,830      Dominion Resources, Inc., Series A, 6.75%^(a)      662,798  
     

 

 

 
Wireless Telecommunication Services (0.2%):  
  6,269      Mandatory Exchange Trust,
5.75%(a)(d)
     1,220,950  
     

 

 

 
 

Total Convertible Preferred Stocks (Cost $3,430,141)

     3,907,685  
  

 

 

 
Private Placements (0.0%):       
Household Durables (0.0%):       
$ 3,065,000      AliphCom, Inc., 12.00%, 4/1/20(a)(b)(c)      12,567  
  23,389      Jawbone, 0.00%*(a)(b)(c)      31,893  
     

 

 

 
        44,460  
     

 

 

 
Oil, Gas & Consumable Fuels (0.0%):  
  268,000      Aliphcom, 12.00%, 4/1/20(a)(b)(c)      1,099  
     

 

 

 
 

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

     45,559  
  

 

 

 
Convertible Bonds (0.2%):       
Food Products (0.0%):  
  400,000      REI Agro, Ltd., Registered Shares, 5.50%, 11/13/14(a)(b)(c)(e)       
     

 

 

 
Oil, Gas & Consumable Fuels (0.1%):       
  631,620      Dana Gas Sukuk, Ltd., 7.00%,
10/31/18(a)(b)
     517,928  
     

 

 

 
Pharmaceuticals (0.1%):       
  600,000      Bayer Capital Corp. BV, 5.63%, 11/22/19+(a)(d)      808,943  
     

 

 

 
Real Estate Management & Development (0.0%):  
  250,000      CapitaLand, Ltd., 1.95%,
10/17/23+(a)(d)
     188,374  
     

 

 

 
 

Total Convertible Bonds (Cost $1,851,930)

     1,515,245  
  

 

 

 
Bank Loans (0.2%):       
Capital Markets (0.1%):       
  101,695      Sheridan Production Partners, 4.98%, 12/2/20(a)      87,796  
  37,937      Sheridan Production Partners, 4.98%, 12/16/20(a)(f)      32,752  
  730,890      Sheridan Production Partners, 4.98%, 12/16/20(a)(f)      631,000  
     

 

 

 
        751,548  
     

 

 

 
Energy Equipment & Services (0.0%):  
  371,737      Seadrill, Ltd., 4.69%, 2/21/21(a)      299,248  
     

 

 

 
Hotels, Restaurants & Leisure (0.1%):  
  522,684      Hilton Worldwide Finance LLC, 3.55%, 10/25/23(a)      525,099  
     

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
               
    
    
    
     
Fair Value
 
Bank Loans, continued       
Oil, Gas & Consumable Fuels (0.0%):  
  $ 254,386      Fieldwood Energy LLC, 8.69%, 9/30/20(a)    $ 81,614  
  111,961      Fieldwood Holdings LLC, 8.82%,
8/31/20(a)
     100,765  
     

 

 

 
        182,379  
     

 

 

 
 

Total Bank Loans (Cost $2,021,409)

     1,758,274  
  

 

 

 
Collateralized Mortgage Obligations (0.1%):  
  459,000      Logistics UK, Class F, Series 2015-1A, 1.21%, 8/20/25(a)(b)(g)      617,841  
     

 

 

 
 

Total Collateralized Mortgage Obligations (Cost $691,605)

     617,841  
  

 

 

 
Corporate Bonds (1.2%):       
Banks (0.3%):       
  348,000      Bank of America Corp., 3.30%, 1/11/23, MTN(a)      356,003  
  162,000      Bank of America Corp., 4.00%, 1/22/25, MTN(a)      168,539  
  312,000      Citigroup, Inc., 2.70%, 3/30/21(a)      312,948  
  149,000      Citigroup, Inc., 2.90%, 12/8/21, Callable 11/8/21 @ 100(a)      149,981  
  373,000      Citigroup, Inc., Series O, 5.87% (US0003M + 406 bps), 12/29/49, Callable 3/27/20 @ 100(a)      386,987  
  137,000      JPMorgan Chase & Co., 4.35%,
8/15/21(a)
     145,304  
  351,000      JPMorgan Chase & Co., 2.36% (US0003M + 100 bps), 1/15/23, Callable 1/15/22 @ 100(a)      355,723  
  85,000      Santander Holdings USA, 3.70%, 3/28/22, Callable 2/28/22 @ 100(a)(d)      86,023  
     

 

 

 
        1,961,508  
     

 

 

 
Capital Markets (0.1%):  
  323,000      Goldman Sachs Group, Inc. (The), Series M, 5.38% (US0003M + 392 bps), 12/31/49, Callable
5/10/20 @ 100(a)
     332,690  
  228,000      Morgan Stanley, Series H, 5.45% (US0003M + 361 bps), 7/29/49, Callable 7/15/19 @ 100(a)      234,042  
     

 

 

 
        566,732  
     

 

 

 
Chemicals (0.0%):       
  115,000      Sherwin-Williams, 2.75%, 6/1/22, Callable 5/1/22 @ 100(a)      114,554  
     

 

 

 
Communications Equipment (0.0%):  
  53,000      Hughes Satellite Systems Corp., 7.63%, 6/15/21(a)      58,565  
     

 

 

 
Consumer Finance (0.1%):  
  191,000      Ally Financial, Inc., 3.50%, 1/27/19(a)      191,955  
  200,000      American Express Co., Series C, 4.90% (US0003M + 329 bps), 12/29/49, Callable 3/15/20 @ 100^(a)      204,000  
  125,000      General Motors Financial Co., Inc., 3.45%, 4/10/22, Callable 2/10/22 @
100(a)
     126,666  
  87,000      Synchrony Financial, 3.75%, 8/15/21, Callable 6/15/21 @ 100(a)      89,211  
     

 

 

 
        611,832  
     

 

 

 
Diversified Telecommunication Services (0.5%):  
  475,000      AT&T, Inc., 3.00%, 6/30/22, Callable 4/30/22 @ 100(a)      475,844  
  465,000      AT&T, Inc., 2.85%, 2/14/23, Callable 1/14/23 @ 100(a)      466,844  
 

 

Continued

 

11


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
               
    
    
    
     
Fair Value
 
Corporate Bonds, continued       
Diversified Telecommunication Services, continued  
$ 75,000      AT&T, Inc., 4.45%, 4/1/24, Callable
1/1/24 @ 100(a)
   $ 79,336  
  831,000      AT&T, Inc., 3.40%, 8/14/24, Callable
6/14/24 @ 100^(a)
     835,267  
  1,506,000      Verizon Communications, 3.13%, 3/16/22(a)      1,526,941  
  149,000      Verizon Communications, Inc., 2.63%, 8/15/26      140,341  
     

 

 

 
        3,524,573  
     

 

 

 
Health Care Equipment & Supplies (0.1%):  
  135,000      Becton Dickinson & Co., 3.36%, 6/6/24, Callable 4/6/24 @ 100(a)      135,377  
  306,000      Becton, Dickinson & Co., 3.13%, 11/8/21(a)      308,581  
  245,000      Becton, Dickinson & Co., 2.89%, 6/6/22, Callable 5/6/22 @ 100(a)      243,467  
     

 

 

 
        687,425  
     

 

 

 
Industrial Conglomerates (0.0%):  
  318,000      General Electric Co., Series D, 5.00% (US0003M + 333 bps), 12/31/49, Callable 1/21/21 @ 100(a)      327,731  
     

 

 

 
Insurance (0.0%):       
  173,000      Prudential Financial, Inc., 5.87% (US0003M + 418 bps), 9/15/42, Callable 9/15/22 @ 100(a)      189,003  
  115,000      Prudential Financial, Inc., 5.63% (US0003M + 392 bps), 6/15/43, Callable 6/15/23 @ 100^(a)      124,545  
     

 

 

 
        313,548  
     

 

 

 
Internet Software & Services (0.0%):  
  159,000      eBay, Inc., 2.75%, 1/30/23, Callable
12/30/22 @ 100(a)
     157,451  
     

 

 

 
Media (0.0%):       
  200,000      NBCUniversal Enterprise, Inc., 5.25%, 12/31/99, Callable 3/19/21 @
100(a)(d)
     212,500  
     

 

 

 
Oil, Gas & Consumable Fuels (0.0%):  
  151,147      Fieldwood Energy LLC, 8.82%, 9/30/20(a)      103,788  
     

 

 

 
Personal Products (0.0%):  
  171,000      Edgewell Personal Care Co., 4.70%, 5/19/21(a)      176,558  
  149,000      Edgewell Personal Care Co., 4.70%, 5/24/22(a)      152,725  
     

 

 

 
        329,283  
     

 

 

 
Pharmaceuticals (0.0%):  
  149,000      Forest Laboratories, Inc., 5.00%, 12/15/21, Callable 9/16/21 @
100(a)(d)
     159,352  
     

 

 

 
Software (0.0%):       
  80,000      Activision Blizzard, Inc., 2.30%, 9/15/21, Callable 8/15/21 @ 100(a)      78,950  
     

 

 

 
Technology Hardware, Storage & Peripherals (0.1%):  
  531,000      Apple, Inc., 3.35%, 2/9/27, Callable
11/9/26 @ 100(a)
     543,942  
  510,000      Apple, Inc., 3.20%, 5/11/27, Callable
2/11/27 @ 100(a)
     516,477  
     

 

 

 
        1,060,419  
     

 

 

 
 

Total Corporate Bonds (Cost $10,170,606)

     10,268,211  
  

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
               
    
    
    
     
Fair Value
 
Foreign Bonds (4.1%):       
Banks (0.1%):       
$ 330,000      Lloyds TSB Bank plc, Series E, 13.00%(GUKG5+1,340bps), 1/29/49, Callable 1/21/29 @ 126+(a)    $ 834,577  
     

 

 

 
Sovereign Bond (4.0%):  
  1,888,000      Australian Government, Series 124,
5.75%, 5/15/21+(a)(d)
     1,642,203  
  2,111,000      Australian Government, Series 133,
5.50%, 4/21/23+(a)(d)
     1,900,923  
  4,986,000      Australian Government, Series 137,
2.75%, 4/21/24+(a)(d)
     3,952,969  
  1,269,000      Australian Government, 3.00%, 3/21/47+(a)(d)      923,680  
  1,145,000      Brazil Nota do Tesouro Nacional, Series NTNB, 6.00%, 8/15/22+(a)(h)      1,127,464  
  6,911,000      Brazil Nota do Tesouro Nacional, Series NTNF, 10.00%, 1/1/23+(a)(h)      2,109,357  
  4,930,000      Brazil Nota do Tesouro Nacional, Series NTNF, 0.15%, 1/1/27+(a)(h)      1,466,084  
  1,778,707      Bundesrepub. Deutshland, 0.29%, 8/15/26+(a)(d)      2,081,595  
  4,001,000      Canadian Government, 0.50%,
8/1/18+(a)
     3,168,105  
  1,018,000      Canadian Government, 0.75%,
3/1/21+(a)
     784,536  
  532,000      Italy Buoni Poliennali Del Tesoro, 1.85%, 5/15/24+(a)      660,358  
  218,500,000      Japan Treasury Discount Bill, Series 362,
0.10%, 3/15/18+(a)
     1,940,395  
  273,450,000      Japan Treasury Discount Bill, Series 369,
0.10%, 10/15/18+(a)
     2,431,899  
  29,209,300      Mexican Bonos Desarr, 8.50%, 12/13/18+(a)(i)      1,496,333  
  3,672,000      Poland Government Bond, Series 0725, 3.25%, 7/25/25+(a)      1,064,128  
  3,695,000      Poland Government Bond, Series 0726, 2.50%, 7/25/26+(a)      1,004,320  
  12,214,000      Poland Government Bond, 2.50%, 7/25/27+(a)      3,283,897  
  217,000      Republic of Argentina, 3.88%, 1/15/22+(a)(d)      274,011  
  410,000      Republic of Argentina, 3.38%, 1/15/23+(a)      501,607  
  28,603,100      United Mexican States, 6.50%,
6/9/22+(a)(i)
     1,392,733  
     

 

 

 
        33,206,597  
     

 

 

 
 

Total Foreign Bonds (Cost $32,986,675)

     34,041,174  
  

 

 

 
Yankee Dollars (1.3%):       
Banks (0.1%):       
  273,000      Export-Import Bank of Korea, 2.63%, 12/30/20(a)      270,589  
  614,000      HSBC Holdings plc, 6.38% (USISDA05 + 371 bps), 12/29/49, Callable 9/17/24 @ 100(a)      653,910  
     

 

 

 
        924,499  
     

 

 

 
Capital Markets (0.0%):       
  207,000      UBS Group AG, 4.13%, 9/24/25(a)(d)      217,237  
     

 

 

 
Diversified Telecommunication Services (0.1%):  
  260,000      Intelsat Jackson Holdings SA, 7.50%, 4/1/21, Callable 2/5/18 @ 102.5(a)      236,600  
  89,000      Intelsat Jackson Holdings SA, 8.00%, 2/15/24, Callable 2/15/19 @ 104^(a)(d)      93,673  
  289,000      Telecom Italia SpA, 5.30%, 5/30/24^(a)(d)      308,508  
     

 

 

 
        638,781  
     

 

 

 
 

 

Continued

 

12


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
               
    
    
    
     
Fair Value
 
Yankee Dollars, continued       
Food Products (0.0%):       
$ 408,000      Danone SA, 2.59%, 11/2/23, Callable 9/2/23 @ 100(a)(d)    $ 397,884  
     

 

 

 
Industrial Conglomerates (0.0%):  
  200,000      Odebrecht Finance, Ltd., 4.38%, 4/25/25(a)(d)      59,000  
     

 

 

 
Oil, Gas & Consumable Fuels (0.2%):  
  288,000      Petrobras Global Finance, 6.13%, 1/17/22(a)      305,640  
  340,000      Petrobras Global Finance, 7.38%, 1/17/27^(a)      374,340  
  339,000      Petroleos Mexicanos, 5.19% (US0003M + 365 bps), 3/11/22^(a)(d)      372,220  
  754,000      Petroleos Mexicanos, 4.63%,
9/21/23(a)
     775,677  
     

 

 

 
        1,827,877  
     

 

 

 
Paper & Forest Products (0.1%):  
  1,018,000      TFS Corp., Ltd., 8.75%, 8/1/23, Callable 8/1/19 @ 106.56(a)(b)      712,600  
     

 

 

 
Pharmaceuticals (0.0%):       
  300,000      Actavis Funding SCS, 3.45%, 3/15/22, Callable 1/15/22 @ 100(a)      304,816  
     

 

 

 
Road & Rail (0.0%):       
  527,380      Inversiones Alsacia SA, 8.00%, 12/31/18, Callable 1/22/18 @
100(a)(b)(e)
     13,185  
     

 

 

 
Sovereign Bond (0.8%):       
  1,071,000      Federal Republic of Brazil, 4.63%, 1/13/28, Callable 10/13/27 @ 100^(a)      1,075,820  
  747,000      Federal Republic of Brazil, 5.00%, 1/27/45(a)      696,204  
  206,000      Federal Republic of Brazil, 5.63%, 2/21/47^(a)      210,429  
  429,000      Republic of Argentina, 6.88%,
4/22/21(a)
     467,181  
  780,000      Republic of Argentina, 5.63%,
1/26/22^(a)
     822,900  
  729,000      Republic of Argentina, 7.50%,
4/22/26^(a)
     825,336  
  527,000      Republic of Argentina, 6.88%,
1/26/27^(a)
     575,748  
  874,000      Republic of Hungary, 6.38%, 3/29/21(a)      970,210  
  200,000      Republic of Indonesia, 3.70%,
1/8/22(a)(d)
     205,553  
  144,000      Republic of Poland, 5.00%, 3/23/22(a)      157,680  
     

 

 

 
        6,007,061  
     

 

 

 
 

Total Yankee Dollars (Cost $11,673,197)

     11,102,940  
  

 

 

 
U.S. Treasury Obligations (10.9%):       
U.S. Treasury Bills (3.3%)  
  9,000,000      1.06%, 1/2/18(a)(j)      9,000,000  
  14,000,000      0.57%, 1/4/18(a)(j)      13,999,117  
  1,000,000      0.96%, 1/11/18(a)(j)      999,706  
  3,000,000      1.10%, 1/18/18(a)(j)      2,998,348  
Contracts,
Shares,
Notional
Amount or
Principal
Amount
               
    
    
    
     
Fair Value
 
U.S. Treasury Obligations, continued       
U.S. Treasury Bills, continued  
$ 1,000,000      1.19%, 2/1/18(a)(j)    $ 998,945  
     

 

 

 
        27,996,116  
     

 

 

 
U.S. Treasury Notes (7.6%)  
  1,000,000      1.25%, 12/15/18(k)      994,766  
  872,100      1.13%, 7/31/21(a)      843,348  
  13,205,400      2.00%, 10/31/22(a)      13,090,369  
  13,953,200      2.00%, 11/30/22(a)      13,826,204  
  10,100,400      2.13%, 9/30/24(a)      9,973,356  
  10,490,000      2.25%, 10/31/24(a)      10,441,648  
  13,706,800      2.25%, 11/15/27(a)      13,513,513  
     

 

 

 
        62,683,204  
     

 

 

 
 

Total U.S. Treasury Obligations (Cost $91,039,322)

     90,679,320  
  

 

 

 
Purchased Options (0.1%):       
 

Total Purchased Options (Cost $815,159)

     1,171,821  
     

 

 

 
Purchased Currency Options (0.0%):       
 

Total Purchased Options (Cost $297,701)

     411,269  
     

 

 

 
Purchased Swaptions (0.0%):       
 

Total Purchased Swaptions (Cost $287,138)

     92,200  
     

 

 

 
Exchange Traded Funds (1.9%):  
  2,334      ETFS Platinum Trust(k)      206,489  
  2,764      ETFS Physical Palladium Shares(k)      280,684  
  61,700      iShares Gold Trust(k)      771,867  
  116,243      SPDR Gold Trust(k)      14,373,447  
     

 

 

 
 

Total Exchange Traded Fund (Cost $15,147,927)

     15,632,487  
  

 

 

 
Securities Held as Collateral for Securities on Loan (2.1%):  
$ 17,308,385      AZL MVP BlackRock Global Strategy Plus Fund Securities Lending Collateral Account(l)      17,308,385  
     

 

 

 
 

Total Securities Held as Collateral for Securities on Loan
(Cost $17,308,385)

     17,308,385  
  

 

 

 
Affiliated Investment Companies (45.0%):  
  20,988,279      AZL Enhanced Bond Index Fund      228,562,361  
  13,052,201      AZL MSCI Global Equity Index Fund      146,445,694  
     

 

 

 
 

Total Affiliated Investment Company (Cost $345,414,602)

     375,008,055  
  

 

 

 
Unaffiliated Investment Company (1.1%):  
  8,839,261      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 1.11%(j)(k)      8,839,261  
     

 

 

 
 

Total Unaffiliated Investment Company (Cost $8,839,261)

     8,839,261  
  

 

 

 
 

Total Investment Securities (Cost $734,791,392)(m)(l) — 97.0%

     809,764,280  
 

Net other assets (liabilities) — 3.0%

     24,400,067  
  

 

 

 
 

Net Assets — 100.0%

   $ 834,164,347  
  

 

 

 
 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

ADR—American Depositary Receipt

 

GUKG5—UK Govt Bonds 5 Year Note Generic Bid Yield

 

MTN—Medium Term Note

 

SPDR—Standard & Poor’s Depository Receipts

 

US0003M—3 Month US Dollar LIBOR

 

USISDA05—5 Year ICE Swap Rate

 

* Non-income producing security.

 

^ This security or a partial position of this security was on loan as of December 31, 2017. The total value of securities on loan as of December 31, 2017, was $16,727,800.

 

 

Continued

 

13


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

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

 

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

 

(b) Rule 144A, Section 4(2) or other security which is restricted to resale to institutional investors. The subadviser has deemed these securities to be illiquid based on procedures approved by the Board of Trustees. As of December 31, 2017, these securities represent 0.96% of the net assets of the fund.

 

(c) Security was valued in good faith pursuant to procedures approved by the Board of Trustees as of December 31, 2017. The total of all such securities represent 0.75% of the net assets of the fund.

 

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

 

(e) Defaulted bond.

 

(f) The subadviser has deemed these securities to be illiquid based on procedures approved by the Board of Trustees. As of December 31, 2017, these securities represent 0.08% of the net assets of the Fund.

 

(g) The rate for certain asset-backed and mortgage-backed securities may vary based on factors relating to the pool of assets underlying the security. The rate presented is the rate in effect at December 31, 2017.

 

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

 

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

 

(j) The rate represents the effective yield at December 31, 2017.

 

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

 

(l) 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, 2017.

 

(m) See Federal Tax Information listed in the Notes to the Consolidated 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, 2017: (Unaudited)

 

Country*   Percentage  

Argentina

    0.5

Australia

    1.0

Belgium

    0.2

Bermuda

    %^ 

Brazil

    1.0

Canada

    0.7

Cayman Islands

    %^ 

Chile

    %^ 

China

    0.1

Czech Republic

    %^ 

Denmark

    %^ 

European Community

    0.2

Finland

    0.1

France

    1.4

Germany

    1.4

Guernsey

    %^ 

Hong Kong

    0.4

Hungary

    0.1

India

    0.7

Indonesia

    0.1

Ireland (Republic of)

    %^ 

Israel

    %^ 

Italy

    0.6
Country   Percentage  

Japan

    4.8

Jersey

    0.1

Liberia

    %^ 

Luxembourg

    0.1

Mexico

    0.6

Netherlands

    0.9

Norway

    %^ 

Panama

    %^ 

Poland

    0.7

Portugal

    0.1 %^ 

Republic of Korea (South)

    0.3

Singapore

    0.1

South Africa

    %^ 

Spain

    0.2

Sweden

    0.1

Switzerland

    0.8

Taiwan, Province Of China

    0.3

Thailand

    0.1

Turkey

    %^ 

United Arab Emirates

    0.2

United Kingdom

    2.0

United States

    80.1
 

 

 

 
    100.0
 

 

 

 
 

 

^ Represents less than 0.05%.
* The portfolio composition percent of net assets by country does not include geographical information of the investments of the Affiliated Investment Companies held by the Fund.

Futures Contracts

Cash of $41,090,547 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Short Futures

 

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

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

     3/16/18        4        (167,622    $ 3,436  

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

     3/16/18        24        (3,076,200      (10,184

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

     3/8/18        4        (402,982      (644

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

     3/16/18        12        (1,605,600      (16,821
           

 

 

 
            $ (24,213
           

 

 

 

 

Continued

 

14


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Long Futures

 

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

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

     3/19/18        154        20,605,200      $ 339,371  

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

     3/20/18        168        20,839,875        (113,337
           

 

 

 
              226,034  
           

 

 

 

Total Net Futures Contracts

            $ 201,821  
           

 

 

 

Option Contracts(a)

At December 31, 2017, the Fund’s over-the-counter options purchased were as follows:

 

Description    Counterparty    Put/
Call
     Strike Price      Expiration
Date
     Contracts     

Notional
Amount(b)

    

Fair

Value

 

BP plc

   UBS Warburg      Call        40.00     USD        1/18/19        33,891        1,355,640      $ 121,622  

Chevron Corp.

   UBS Warburg      Call        125.00     USD        1/18/19        10,746        1,343,250        90,411  

Conocophilips

   UBS Warburg      Call        52.50     USD        1/18/19        17,866        937,965        117,607  

Euro Stoxx 50 Index

   Deutsche Bank      Call        3426.55     EUR        9/21/18        106        363,214        21,106  

Exxon Mobil Corp.

   UBS Warburg      Call        95.00     USD        1/18/19        7,306        694,070        8,264  

Franklin Resources, Inc.

   Goldman Sachs      Call        45.00     USD        1/19/18        10,439        469,755        2,339  

Occidental Petroleum Corp.

   UBS Warburg      Call        75.00     USD        1/18/19        15,702        1,177,650        79,436  

Royal Dutch Shell plc

   UBS Warburg      Call        60.00     USD        1/18/19        19,345        1,160,700        147,293  

S&P 500 Index

   Deutsche Bank      Call        2685.00     USD        1/19/18        1,326        3,560,310        19,467  

S&P 500 Index

   BNP Paribas      Call        2690.00     USD        2/16/18        1,594        4,287,860        37,466  

S&P 500 Index

   UBS Warburg      Call        2670.00     USD        3/16/18        903        2,411,010        43,573  

S&P 500 Index

   Bank of America      Call        2675.00     USD        3/16/18        903        2,415,525        40,721  

S&P 500 Index

   Societe Generale      Call        2675.00     USD        3/29/18        637        1,703,975        32,790  

S&P 500 Index

   Morgan Stanley      Call        2695.00     USD        4/20/18        465        1,253,175        22,451  

S&P 500 Index

   Citigroup      Call        2700.00     USD        4/20/18        531        1,433,700        24,074  

Schlumberger, Ltd.

   UBS Warburg      Call        90.00     USD        1/18/19        10,576        951,840        7,654  

SPDR Gold Shares(c)

   Morgan Stanley      Call        125.00     USD        1/19/18        5,374        671,750        3,353  

SPDR Gold Shares(c)

   Morgan Stanley      Call        126.00     USD        1/19/18        5,375        677,250        2,134  

SPDR Gold Shares(c)

   Morgan Stanley      Call        130.00     USD        2/16/18        13,501        1,755,130        4,657  

SPDR Gold Shares(c)

   Morgan Stanley      Call        127.00     USD        3/16/18        13,457        1,709,039        16,171  

Suncor Energy, Inc.

   UBS Warburg      Call        35.00     USD        1/18/19        22,818        798,630        94,438  

Synchrony Financial

   Goldman Sachs      Call        35.00     USD        1/19/18        11,562        404,670        43,731  

Tokyo Stock Exchange Price Index

   Morgan Stanley      Call        1785.00     JPY        1/12/18        132,185        235,950,225        46,124  

Tokyo Stock Exchange Price Index

   Citigroup      Call        1785.00     JPY        2/09/18        95,294        170,099,790        45,849  

Tokyo Stock Exchange Price Index

   Morgan Stanley      Call        1800.00     JPY        3/09/18        105,769        190,384,200        52,186  

Total SA

   UBS Warburg      Call        60.00     USD        1/18/19        23,303        1,398,180        37,437  

Travelers Companies, Inc.

   Goldman Sachs      Call        135.00     USD        1/19/18        4,163        562,005        8,855  

SPDR Gold Shares(c)

   Morgan Stanley      Put        117.00     USD        1/19/18        10,749        1,257,633        612  
                    

 

 

 

Total (Cost $815,159)

                     $ 1,171,821  
                    

 

 

 

At December 31, 2017, the Funds’s over-the-counter options written were as follows:

 

Description    Counterparty    Put/
Call
     Strike Price      Expiration
Date
     Contracts     

Notional
Amount(b)

    

Fair

Value

 

FleetCor Technologies, Inc.

   Barclays Bank      Call        180.00     USD        1/18/19        1,321        237,780      $ (39,108

Pioneer Natural Resources Co.

   UBS Warburg      Call        165.00     USD        1/18/19        2,826        466,290        (78,241

SPDR Gold Shares(c)

   Morgan Stanley      Call        140.00     USD        3/16/18        13,457        1,883,980        (1,705

Synchrony Financial

   Bank of America      Call        35.00     USD        1/19/18        11,562        404,670        (43,731

United Continental Holdings, Inc.

   Deutsche Bank      Call        75.00     USD        1/18/19        3,469        260,175        (22,065

BP plc

   UBS Warburg      Put        25.00     USD        1/18/19        33,891        847,275        (5,745

 

Continued

 

15


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Description    Counterparty    Put/
Call
     Strike Price      Expiration
Date
     Contracts     

Notional

Amount(b)

    

Fair

Value

 

Chevron Corp.

   UBS Warburg      Put        80.00     USD        1/18/19        10,746        859,680      $ (6,900

Conocophilips

   UBS Warburg      Put        35.00     USD        1/18/19        17,866        625,310        (7,615

Euro Stoxx 50 Index

   Deutsche Bank      Put        2586.07     EUR        9/21/18        106        274,123        (2,563

Exxon Mobil Corp.

   UBS Warburg      Put        60.00     USD        1/18/19        7,306        438,360        (4,292

Occidental Petroleum Corp.

   UBS Warburg      Put        45.00     USD        1/18/19        15,702        706,590        (7,450

Royal Dutch Shell plc

   UBS Warburg      Put        40.00     USD        1/18/19        19,345        773,800        (3,160

S&P 500 Index

   Deutsche Bank      Put        2500.00     USD        1/19/18        663        1,657,500        (1,921

S&P 500 Index

   BNP Paribas      Put        2450.00     USD        2/16/18        797        1,952,650        (4,405

Schlumberger, Ltd.

   UBS Warburg      Put        60.00     USD        1/18/19        10,576        634,560        (35,493

SPDR Gold Shares(c)

   Morgan Stanley      Put        120.00     USD        1/19/18        10,749        1,289,880        (1,885

SPDR Gold Shares(c)

   Morgan Stanley      Put        115.00     USD        2/16/18        9,491        1,091,465        (1,007

SPDR Gold Shares(c)

   Morgan Stanley      Put        115.00     USD        3/16/18        5,666        651,590        (1,176

Suncor Energy, Inc.

   UBS Warburg      Put        25.00     USD        1/18/19        22,818        570,450        (11,005

Tokyo Stock Exchange Price Index

   Citigroup      Put        1675.00     JPY        2/09/18        95,294        159,617,450        (3,897

Tokyo Stock Exchange Price Index

   Morgan Stanley      Put        1650.00     JPY        3/09/18        105,769        174,518,850        (7,475

Total SA

   UBS Warburg      Put        40.00     USD        1/18/19        23,303        932,120        (11,335
                    

 

 

 

Total (Premiums $554,141)

                     $ (302,174
                    

 

 

 

At December 31, 2017, the Fund’s over-the-counter currency options purchased were as follows:

 

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

European Dollar Call Currency Option (EUR/USD)

   UBS Warburg      Call        1.20     EUR        3/27/18        10,512,802      $ 220,129  

European Dollar Call Currency Option (EUR/USD)

   Barclays Bank      Call        1.19     EUR        5/18/18        53,161        180,046  

Japanese Yen Put Currency Option (JPY/USD)

   BNP Paribas SA      Put        111.75     JPY        1/12/18        53,448        11,094  
              

 

 

 

Total (Cost $297,701)

               $ 411,269  
              

 

 

 

At December 31, 2017, the Fund’s over-the-counter currency options written were as follows:

 

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

Japanese Yen Call Currency Option (USD/JPY)

   BNP Paribas SA      Call        115.00     USD        1/12/18        (53,448    $ (1,582

South African Rand Call Currency Option (USD/ZAR)

   BNP Paribas SA      Call        15.25     USD        1/26/18        (13,299      (594

Japanese Yen Put Currency Option (USD/JPY)

   BNP Paribas SA      Put        108.00     USD        1/12/18        (53,448      (768
                 

 

 

 

Total (Premiums $95,352)

               $ (2,944
              

 

 

 

At December 31, 2017, the Fund’s open over-the-counter interest rate swaptions purchased were as follows:

 

Description and terms of
payments to be received
from another party
  

Description and terms of payments to

be paid to another party

   Expiration
Date
     Counterparty    Notional
Amount (Local)
     Value      Unrealized
Appreciation/
(Depreciation)
 

Fixed 2.46% Semi-annually

   3-Month U.S. Dollar Libor BBA Quarterly      1/4/18      Goldman Sachs      538        USD      $ 2,849      $ (17,684

Fixed 1.07% Semi-annually

   6-Month Japanese Yen LIBOR Rate BBA Semi-annually      4/4/18      Deutsche Bank      1,006,980        JPY        3        (21,144

Fixed 2.15% Semi-annually

   3-Month U.S. Dollar Libor BBA Quarterly      4/24/18      Goldman Sachs      2,680        USD        73,242        (111,125

Fixed 2.75% Quarterly

   3-Month US Dollar LIBOR BBA Quarterly      5/2/18      Goldman Sachs      126        USD        16,106        (44,985
                 

 

 

    

 

 

 

Total (Cost $287,138)

                  $ 92,200      $ (194,938
                 

 

 

    

 

 

 

 

Continued

 

16


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

At December 31, 2017, the Fund’s open over-the-counter interest rate swaptions written were as follows:

 

Description and terms of

payments to be received
from another party

   Description and terms of payments to
be paid to another party
   Expiration
Date
     Counterparty    Notional
Amount
(Local)
     Value      Unrealized
Appreciation/
(Depreciation)
 

Fixed 2.61% Semi-annually

   3-Month U.S. Dollar Libor BBA Quarterly      1/4/18      Goldman Sachs      (538      USD      $ (102    $ 3,486  

Fixed 2.4% Semi-annually

   3-Month U.S. Dollar Libor BBA Quarterly      4/24/18      Goldman Sachs      (1,340      USD        (43,195      22,191  

Fixed 1.9% Semi-annually

   3-Month U.S. Dollar Libor BBA Quarterly      4/28/18      Goldman Sachs      (2,680      USD        (17,988      60,797  

Fixed 2.50% Quarterly

   3-Month US Dollar LIBOR BBA Quarterly      5/2/18      Goldman Sachs      (575      USD        (12,174      30,603  
                 

 

 

    

 

 

 

Total (Premiums $190,536)

                  $ (73,459    $ 117,077  
                 

 

 

    

 

 

 

Forward Currency Contracts(a)

At December 31, 2017, the Fund’s open forward currency contracts were as follows:

 

Currency Purchased      Currency Sold      Counterparty      Settlement
Date
     Net Unrealized
Appreciation/
(Depreciation)
 

Short Contracts:

 

  

U.S. Dollar

     1,033,000        Mexican Peso        19,196,961        UBS Warburg        1/11/18      $ 58,560  

U.S. Dollar

     826,000        Mexican Peso        15,771,644        Deutsche Bank        1/18/18        26,515  

U.S. Dollar

     2,423,339        Australian Dollar        3,095,000        Goldman Sachs        1/25/18        8,903  

U.S. Dollar

     947,653        New Zealand Dollar        1,325,000        JPMorgan Chase        2/22/18        9,576  

U.S. Dollar

     875,157        European Euro        738,000        UBS Warburg        2/26/18        (13,170

U.S. Dollar

     383,809        British Pound        290,000        UBS Warburg        2/26/18        (8,368

U.S. Dollar

     427,691        Australian Dollar        550,000        Citigroup        4/6/18        (1,266

U.S. Dollar

     1,060,911        Australian Dollar        1,395,000        Deutsche Bank        4/13/18        (27,067
                 

 

 

 
                  $ 53,683  
                 

 

 

 

Long Contracts:

 

  

British Pound

     789,000        U.S. Dollar        1,037,653        JPMorgan Chase        2/8/18      $ 28,792  

British Pound

     789,000        U.S. Dollar        1,037,890        JPMorgan Chase        2/16/18        28,798  

British Pound

     787,000        U.S. Dollar        1,035,476        JPMorgan Chase        2/23/18        28,720  

European Euro

     1,628,000        U.S. Dollar        1,922,017        UBS Warburg        3/15/18        39,725  

European Euro

     876,000        Polish Zloty        3,713,101        Deutsche Bank        3/16/18        (11,793

European Euro

     1,255,000        U.S. Dollar        1,485,976        UBS Warburg        3/16/18        26,401  

European Euro

     1,633,000        U.S. Dollar        1,931,676        UBS Warburg        4/12/18        39,723  

Japanese Yen

     6,817,986        U.S. Dollar        60,424        BNP Paribas SA        1/4/18        107  

Japanese Yen

     7,345,532        U.S. Dollar        65,276        Barclays Bank        1/5/18        (57

Japanese Yen

     115,725,000        U.S. Dollar        1,031,027        Barclays Bank        3/8/18        (361

Japanese Yen

     138,290,000        U.S. Dollar        1,224,805        Goldman Sachs        3/15/18        7,398  

New Zealand Dollar

     1,325,000        U.S. Dollar        913,091        JPMorgan Chase        2/22/18        24,986  

Norwegian Krone

     6,648,000        U.S. Dollar        833,041        Morgan Stanley        1/26/18        (22,358

Swedish Krona

     8,719,893        European Euro        882,000        Deutsche Bank        3/22/18        5,445  

Swedish Krona

     8,722,980        European Euro        882,000        BNP Paribas SA        3/29/18        5,803  
                 

 

 

 
                  $ 201,329  
                 

 

 

 

 

Swap Agreements(a)

 

 

           

At December 31, 2017, the Fund’s open over-the-counter credit default swap agreements (buy protection) were as follows:(d)

 

 

Description    Counterparty    Payment
Frequency
   Implied
Credit
Spread at
December 31,
2017(e)
    Expiration
Date
     Notional
Amount(f)
     Value      Upfront
Premiums
Paid/
(Received)
     Unrealized
Appreciation/
(Depreciation)
 

Airbus SE

   Barclays Bank    Quarterly      0.28     6/20/22        269,838        EUR      $ (10,491    $ (9,250    $ (1,241

Airbus SE

   Barclays Bank    Quarterly      0.28     6/20/22        134,950        EUR        (5,247      (4,979      (268

AKZO Nobel

   Barclays Bank    Quarterly      0.46     6/20/22        269,838        EUR        (7,870      (6,389      (1,481

BASF SE

   Barclays Bank    Quarterly      0.24     6/20/22        269,838        EUR        (11,041      (9,973      (1,068

Bayer AG

   Barclays Bank    Quarterly      0.33     6/20/22        269,838        EUR        (9,712      (8,962      (750

 

Continued

 

17


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Description

   Counterparty    Payment
Frequency
   Implied
Credit
Spread at
December 31,
2017(e)
    Expiration
Date
     Notional
Amount(f)
     Value      Upfront
Premiums
Paid/
(Received)
     Unrealized
Appreciation/
(Depreciation)
 

BP Capital Markets

   Barclays Bank    Quarterly      0.40     6/20/22        269,838        EUR      $ (8,769    $ (6,388    $ (2,381

Royal Dutch Shell plc

   Barclays Bank    Quarterly      0.28     6/20/22        134,950        EUR        (5,222      (4,465      (757

Royal Dutch Shell plc

   Barclays Bank    Quarterly      0.28     6/20/22        269,838        EUR        (10,442      (8,100      (2,342

Saint-Gobain

   Barclays Bank    Quarterly      0.36     6/20/22        269,838        EUR        (9,313      (7,814      (1,499

Statoil ASA

   Barclays Bank    Quarterly      0.15     6/20/22        269,838        EUR        (12,488      (10,118      (2,370

Volkswagen

   Barclays Bank    Quarterly      0.47     6/20/22        269,838        EUR        (7,737      (5,539      (2,198
                   

 

 

    

 

 

    

 

 

 
                    $ (98,332    $ (81,977    $ (16,355
                   

 

 

    

 

 

    

 

 

 

At December 31, 2017, the Fund’s open centrally cleared credit default swap agreements (buy protection) were as follows:

 

Description    Clearing Agent    Payment
Frequency
     Implied
Credit
Spread at
December 31,
2017(e)
    Expiration
Date
     Notional
Amount(f)
     Fixed
Rate
    Value      Premiums
Paid/
(Received)
     Unrealized
Appreciation/
(Depreciation)
 

CDX North America High Yield Index Swap Agreement with Series 29

   Bank of America      Quarterly        3.07     12/20/22      $ 759,099        5.00   $ (62,870    $ (56,292    $ (6,578
                  

 

 

    

 

 

    

 

 

 
                   $ (62,870    $ (56,292    $ (6,578
                  

 

 

    

 

 

    

 

 

 

At December 31, 2017, the Fund’s open over-the-counter variance swap agreements were as follows:

 

Reference Entity    Counterparty    Strike Price      Expiration
Date
     Notional
Amount
(Local)
     Upfront
Premiums
Paid/
(Received)
     Amount
at Value
     Unrealized
Appreciation/
(Depreciation)
 

5yr-30yr Constant Maturity Swap Capital

   Goldman Sachs    $ 0.31        11/6/18      $ 8,330,000      $ 25,546      $ 4,920      $ (20,626
                 

 

 

    

 

 

 

Total (Premiums $25,546)

                  $ 4,920      $ (20,626
                 

 

 

    

 

 

 

At December 31, 2017, the Fund’s open over-the-counter currency swap agreements were as follows:

 

Pay/ Receive Floating Rate    Fixed
Rate
  Expiration
Date
     Counterparty      Notional Amount      Value      Unrealized
Appreciation/
(Depreciation)
 

Pay

   1.963%     3/15/18        Bank of America        131,550,000        JPY      $ (8,454    $ (8,454

Pay

   1.838%     3/15/18        Bank of America        86,950,000        JPY        (224      (224

Pay

   2.012%     10/15/18        Bank of America        273,450,000        JPY        209,101        209,101  
                

 

 

    

 

 

 
                 $ 200,423      $ 200,423  
                

 

 

    

 

 

 

At December 31, 2017, the Fund’s open centrally cleared interest rate swap agreements were as follows:

 

Description and terms of

payments to be received

from another party

 

Description and terms of payments

to be paid to another party

  Expiration
Date
    Clearing Agent   Notional
Amount
(Local)
    Upfront
Premiums
Paid/
(Received)
    Value     Unrealized
Appreciation/
(Depreciation)
 

6-Month Euro Interbank Offer Rate (EURIBOR) Semi-annually

  Fixed 0.415% Annually     3/7/23    

Bank of America

    4,684,846       EUR     $ 59     $ (16,878   $ (16,937

Fixed 2.403% Semi-annually

  3-Month U.S. Dollar LIBOR BBA Quarterly     3/7/23    

Bank of America

    5,293,612       USD       64       29,661       29,597  

Fixed 2.33% Semi-annually

  3-Month U.S. Dollar LIBOR BBA Quarterly     6/14/23     Bank of America     5,698,956       USD       69       2,302       2,233  

6-Month Euro Interbank Offer Rate (EURIBOR) Semi-annually

  Fixed 0.340% Annually     6/14/23     Bank of America     4,569,918       EUR       65       23,835       23,770  

 

Continued

 

18


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

Description and terms of

payments to be received

from another party

 

Description and terms of payments

to be paid to another party

  Expiration
Date
    Clearing Agent   Notional
Amount
(Local)
    Upfront
Premiums
Paid/
(Received)
    Value     Unrealized
Appreciation/
(Depreciation)
 

6-Month Euro Interbank Offer Rate (EURIBOR) Semi-annually

  Fixed 0.373% Annually     8/15/26    

Bank of America

    1,778,707       EUR       28     $ 61,695     $ 61,667  
             

 

 

   

 

 

 
              $ 100,615     $ 100,330  
             

 

 

   

 

 

 

At December 31, 2017, the Fund’s open over-the-counter total return swap agreements were as follows:

 

Pay/
Receive
   Description    Expiration
Date
     Counterparty   

Notional

Amount

(Local)

     Unrealized
Appreciation/
(Depreciation)
 

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/20/19      BNP Paribas SA      60,300        EUR      $ 19,651  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/20/19      BNP Paribas SA      131,430        EUR        41,642  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/20/19      BNP Paribas SA      122,040        EUR        37,575  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/20/19      BNP Paribas SA      92,430        EUR        27,101  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/17/20      BNP Paribas SA      51,650        EUR        11,997  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/18/20      BNP Paribas SA      106,900        EUR        23,634  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/18/20      BNP Paribas SA      106,700        EUR        39,062  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/18/20      BNP Paribas SA      28,920        EUR        10,869  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/18/20      BNP Paribas SA      67,410        EUR        25,446  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/18/20      BNP Paribas SA      28,800        EUR        11,013  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/18/20      BNP Paribas SA      28,860        EUR        10,941  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/18/20      BNP Paribas SA      29,100        EUR        10,653  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/17/21      BNP Paribas SA      36,240        EUR        900  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/17/21      BNP Paribas SA      56,450        EUR        6,238  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/17/21      BNP Paribas SA      59,750        EUR        2,279  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/17/21      BNP Paribas SA      53,400        EUR        9,898  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/16/22      BNP Paribas SA      55,400        EUR        5,219  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/16/22      BNP Paribas SA      126,500        EUR        5,939  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/16/22      BNP Paribas SA      32,850        EUR        3,599  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/21/22      BNP Paribas SA      54,450        EUR        6,358  

Pay

   EURO Stoxx 50 Index Dividends December Futures      12/15/23      BNP Paribas SA      79,520        EUR        1,092  

Pay

   NIKKEI 225 Dividend Index E-Mini April Futures      4/03/23      JPMorgan Chase      4,280,000        JPY        6,258  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      4/02/18      BNP Paribas SA      19,830,600        JPY        21,190  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      4/02/18      BNP Paribas SA      20,025,000        JPY        19,466  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/29/19      BNP Paribas SA      10,560,000        JPY        20,664  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/29/19      BNP Paribas SA      10,312,500        JPY        22,861  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/29/19      BNP Paribas SA      20,514,000        JPY        46,707  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/20      BNP Paribas SA      13,960,000        JPY        42,145  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/20      BNP Paribas SA      17,000,000        JPY        56,675  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      4/01/20      BNP Paribas SA      10,488,000        JPY        31,449  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/21      BNP Paribas SA      3,880,000        JPY        8,477  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/21      BNP Paribas SA      15,520,000        JPY        33,907  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/21      BNP Paribas SA      3,855,000        JPY        8,699  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/21      BNP Paribas SA      7,655,000        JPY        17,886  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/21      BNP Paribas SA      4,215,000        JPY        5,503  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/22      BNP Paribas SA      4,260,000        JPY        5,787  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/22      BNP Paribas SA      15,720,000        JPY        34,866  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/22      BNP Paribas SA      7,970,000        JPY        16,457  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/22      BNP Paribas SA      7,950,000        JPY        16,634  

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures      3/31/23      BNP Paribas SA      4,230,000        JPY        6,702  

Pay

   S&P 500 Index Dividends December Futures      12/21/18      BNP Paribas SA      257,125        USD        30,525  

Pay

   S&P 500 Index Dividends December Futures      12/18/20      Goldman Sachs      107,944        USD        23,006  

Pay

   S&P 500 Index Dividends December Futures      12/17/21      BNP Paribas SA      133,513        USD        33,550  
                 

 

 

 
                  $ 820,520  
                 

 

 

 

 

Continued

 

19


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Schedule of Portfolio Investments

December 31, 2017

 

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

 

(b) Notional value is expressed as the number of contracts multiplied by the strike price of the underlying asset.

 

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

 

(d) 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.

 

(e) 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.

 

(f) 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 consolidated financial statements.

 

20


AZL MVP BlackRock Global Strategy Plus Fund

 

Consolidated Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investments in non-affiliates, at cost

    $ 389,376,790

Investments in affiliates, at cost

      345,414,602
   

 

 

 

Total Investment securities, at cost

    $ 734,791,392
   

 

 

 

Investments in non-affiliates, at value*

    $ 434,756,225

Investments in affiliates, at value

      375,008,055
   

 

 

 

Total Investment securities, at value

    $ 809,764,280

Segregated cash for collateral

      42,065,547

Interest and dividends receivable

      1,196,229

Foreign currency, at value (cost $263,136)

      264,413

Unrealized appreciation on forward currency contracts

      339,452

Unrealized appreciation on swap agreements

      1,029,621

Premiums paid on swaps

      25,546

Receivable for investments sold

      600,983

Receivable for capital shares issued

      89,172

Receivable for variation margin on swap agreements

      17,779

Receivable for variation margin on futures contracts

      37,272

Reclaims receivable

      234,362

Prepaid expenses

      7,240
   

 

 

 

Total Assets

      855,671,896
   

 

 

 

Liabilities:

   

Cash overdraft

      226,705

Cash received as collateral for derivatives

      2,100,042

Written options contracts (Proceeds received $840,029)

      378,577

Unrealized depreciation on swap agreements

      45,659

Premiums received on swaps

      81,977

Unrealized depreciation on forward currency contracts

      84,440

Payable for investments purchased

      414,559

Payable for collateral received on loaned securities

      17,308,385

Payable for capital shares redeemed

      159,701

Payable for variation margin on swap agreements

      696

Interest payable on securities sold short

      1,145

Accrued foreign taxes

      45,834

Manager fees payable

      338,738

Administration fees payable

      15,935

Distribution fees payable

      88,633

Custodian fees payable

      17,228

Administrative and compliance services fees payable

      6,201

Transfer agent fees payable

      1,022

Trustee fees payable

      1,497

Other accrued liabilities

      190,575
   

 

 

 

Total Liabilities

      21,507,549
   

 

 

 

Net Assets

    $ 834,164,347
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 709,054,805

Accumulated net investment income/(loss)

      (2,485,215 )

Accumulated net realized gains/(losses) from investment transactions

      50,778,574

Net unrealized appreciation/(depreciation) on investments

      76,816,183
   

 

 

 

Net Assets

    $ 834,164,347
   

 

 

 

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

      66,271,296

Net Asset Value (offering and redemption price per share)

    $ 12.59
   

 

 

 

 

* Includes securities on loan of $16,727,800.

Consolidated Statement of Operations

For the Period Ended December 31, 2017

 

Investment Income:

   

Dividends from affiliates

    $ 4,890,399

Dividends

      5,638,999

Interest

      3,465,021

Income from securities lending

      160,809

Other Income

      18,474

Foreign withholding tax

      (275,772 )
   

 

 

 

Total Investment Income

      13,897,930
   

 

 

 

Expenses:

   

Manager fees

      3,961,746

Administration fees

      228,526

Distribution fees — Class 2

      1,043,261

Custodian fees

      341,133

Administrative and compliance services fees

      16,060

Transfer agent fees

      11,770

Trustee fees

      57,135

Professional fees

      62,332

Shareholder reports

      33,361

Dividends on securities sold short

      45,326

Recoupment of prior expenses reimbursed by the manager

      3,050

Other expenses

      98,120
   

 

 

 

Total expenses

      5,901,820
   

 

 

 

Net Investment Income/(Loss)

      7,996,110
   

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

   

Net realized gains/(losses) on securities transactions and foreign currencies

      18,904,114

Net realized gains/(losses) on affiliated transactions

      3,443,956

Net realized gains/(losses) on futures contracts

      1,443,636

Net realized gains/(losses) on written options contracts

      862,277

Net realized gains/(losses) on securities transactions held short

      (607,227 )

Net realized gains/(losses) on swap agreements

      (71,966 )

Net realized gains/(losses) on forward currency contracts

      1,124,464

Change in net unrealized appreciation/depreciation on investments and foreign currencies

      29,827,617

Change in net unrealized appreciation/depreciation on affiliated transactions

      27,782,226

Change in net unrealized appreciation/depreciation on futures contracts

      261,254

Change in net unrealized appreciation/depreciation on written option contracts

      763,098

Change in net unrealized appreciation/depreciation on securities transactions held short

      114,807

Change in net unrealized appreciation/depreciation on swap agreements

      760,743

Change in net unrealized appreciation/depreciation on forward currency contracts

      (2,287,701 )

Change in accrued foreign tax liability

      (41,298 )
   

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

      82,280,000
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 90,276,110
   

 

 

 
 

 

See accompanying notes to the consolidated financial statements.

 

21


AZL MVP BlackRock Global Strategy Plus Fund

 

Consolidated Statements of Changes in Net Assets

 

    

For the

Year Ended

December 31, 2017

 

For the

Year Ended

December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 7,996,110     $ 6,962,255

Net realized gains/(losses) on investment transactions

      25,099,254       (4,625,667 )

Change in unrealized appreciation/depreciation on investments

      57,180,746       24,523,262
   

 

 

     

 

 

 

Change in net assets resulting from operations

      90,276,110       26,859,850
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (3,178,036 )       (21,857,180 )

From net realized gains

            (29,417,164 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (3,178,036 )       (51,274,344 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      8,651,752       18,938,747

Proceeds from dividends reinvested

      3,178,036       51,274,343

Value of shares redeemed

      (79,282,868 )       (61,642,093 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (67,453,080 )       8,570,997
   

 

 

     

 

 

 

Change in net assets

      19,644,994       (15,843,497 )

Net Assets:

       

Beginning of period

      814,519,353       830,362,850
   

 

 

     

 

 

 

End of period

    $ 834,164,347     $ 814,519,353
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ (2,485,215 )     $ (7,218,620 )
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      710,754       1,644,044

Dividends reinvested

      258,587       4,565,836

Shares redeemed

      (6,584,146 )       (5,372,625 )
   

 

 

     

 

 

 

Change in shares

      (5,614,805 )       837,255
   

 

 

     

 

 

 

 

See accompanying notes to the consolidated financial statements.

 

22


AZL MVP BlackRock Global Strategy Plus Fund

Consolidated Financial Highlights

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

 

    Year Ended December 31,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 11.33     $ 11.69     $ 12.22     $ 12.02     $ 10.54
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.11       0.10       0.07       0.10       0.05

Net Realized and Unrealized Gains/(Losses) on Investments

      1.20       0.27       (0.26 )       0.16       1.43
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.31       0.37       (0.19 )       0.26       1.48
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.05 )       (0.31 )       (0.14 )       (a)      

Net Realized Gains

            (0.42 )       (0.20 )       (0.06 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.05 )       (0.73 )       (0.34 )       (0.06 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 12.59     $ 11.33     $ 11.69     $ 12.22     $ 12.02
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      11.54 %       3.34 %       (1.57 )%       2.18 %       14.08 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 834,164     $ 814,519     $ 830,363     $ 818,435     $ 681,691

Net Investment Income/(Loss)

      0.97 %       0.85 %       0.67 %       0.96 %       0.55 %

Expenses Before Reductions*(c)

      0.71 %       1.11 %       1.18 %       1.18 %       1.21 %

Expenses Net of Reductions*

      0.71 %       1.11 %       1.18 %       1.18 %       1.21 %

Expenses Net of Reductions, Excluding Expenses Paid Indirectly*

      0.71 %       1.11 %       1.18 %       1.18 %(d)       1.21 %(d)

Portfolio Turnover Rate(e)

      40 %       91 %       64 %       61 %       40 %

 

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

 

(a) Represents less than $0.005.

 

(b) 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.

 

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

 

(d) Expenses net of reductions excludes expenses paid indirectly, pursuant to a “commission recapture” program, under which brokers remitted a portion of the brokerage commission which were used to pay certain Fund expenses. The Fund ceased participation in the program in June 2014.

 

(e) 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 consolidated financial statements.

 

23


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

1. Organization

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

The Fund is a “fund of funds,” which means that the Fund invests 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 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. Income received by the Fund from sources within foreign countries may be subject to withholding or similar taxes imposed by such countries. The Fund accrues such taxes, as applicable, based on their current interpretation of tax rules in the foreign markets in which they invest.

Consolidation of Subsidiaries

During the year ended December 31, 2017, 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, 2017, the Fund’s aggregate investment in the VIP Subsidiary was $417,665,987, representing 50.07% 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 I, 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 Subsidiaries’ financial statements, including its investments, and its operating results have been consolidated with those of the Fund which includes the consolidation of the Cayman Subsidiary. All intercompany transactions have been eliminated.

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 and Withholding Taxes

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, or from other assets and liabilities, 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. Income received by the Fund from sources within foreign countries may be subject to withholding and other income or similar taxes imposed by such countries. The Funds accrue such taxes, as applicable, based on their current interpretation of tax rules in the foreign markets in which they invest.

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

 

24


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

of loss in case of default or insolvency of the financial intermediaries who are parties to the transactions. A Fund records an investment when the borrower withdraws money and records the interest as earned.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, reclassification of certain market discounts, gain/loss, paydowns, and distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) 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.

Bank Loans

The Fund may invest in bank loans, which generally have interest rates which are reset periodically by reference to a base lending rate plus a premium. These base rates are primarily the London-Interbank Offered Rate and, secondarily, the prime rate offered by one or more major U.S. banks and the certificate of deposit rate or other base lending rates used by commercial lenders. Bank loans often require prepayments from excess cash flows or allow the borrower to repay at its election. The rate at which the borrower repays cannot be predicted with accuracy. Therefore, the anticipated or actual maturity may be considerably earlier than the stated maturity shown in the Consolidated Schedule of Portfolio of Investments.

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, 2017 are noted on the Fund’s Consolidated Schedule of Portfolio Investments. The average outstanding amount of securities on loan was $24 million for the year ended December 31, 2017.

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 $15,163 during the year ended December 31, 2017. These fees have been netted against “Income from securities lending” on the Consolidated Statement of Operations.

The fund had securities lending transactions of $17,308,385 accounted for as secured borrowings with cash collateral of overnight and continuous maturities as of December 31, 2017.

TBA Purchase and Sale Commitments

The Fund may enter into to-be-announced (TBA) purchase or sale commitments, pursuant to which it agrees to purchase or sell, respectively, mortgage-backed securities for a fixed unit price, with payment and delivery at a scheduled future date beyond the customary settlement period for such securities. With TBA transactions, the particular securities to be delivered are not identified at the trade date; however, delivered securities must meet specified terms, including issuer, rate, and mortgage term, and be within industry-accepted “good delivery” standards. The Fund may enter into TBA purchase transactions with the intention of taking possession of the underlying securities, may elect to extend the settlement by “rolling” the transaction, and/or may use TBAs to gain interim exposure to underlying securities. Until settlement, the Fund maintains liquid assets sufficient to settle its TBA commitments.

 

25


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

To mitigate counterparty risk, the Fund has entered into agreements with TBA counterparties that provide for collateral and the right to offset amounts due to or from those counterparties under specified conditions. Subject to minimum transfer amounts, collateral requirements are determined and transfers made based on the net aggregate unrealized gain or loss on all TBA commitments with a particular counterparty. At any time, the Fund’s risk of loss from a particular counterparty related to its TBA commitments is the aggregate unrealized gain on appreciated TBAs in excess of unrealized loss on depreciated TBAs and collateral held, if any, by such counterparty. As of December 31, 2017, no collateral had been posted by the Fund to counterparties for TBAs.

Affiliated Securities Transactions

Pursuant to Rule 17a-7 under the 1940 Act (the “Rule”), the Fund may engage in securities transactions with affiliated investment companies and advisory accounts managed by the Manager and Subadviser. 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. For the year ended December 31, 2017, the Fund participated in the following cross-trade transactions:

 

        Purchases      Sales      Realized
(Gain/Loss)

AZL MVP BlackRock Global Strategy Plus Fund

       $ 87,390        $        $

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Consolidated Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type.

Forward Currency Contracts

During the year ended December 31, 2017, 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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $10.4 million and the monthly average notional amount for short contracts was $15.7 million. Realized gains and losses are reported as “Net realized gains/(losses) on forward currency contracts” on the Consolidated Statement of Operations.

Futures Contracts

During the year ended December 31, 2017, the Fund used futures contracts to gain exposure to, or economically hedge against changes in the value of equity securities. 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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $42.0 million and the monthly average notional amount for short contracts was $10.5 million. 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, 2017, 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 options that expire are treated as realized losses. When a put option is exercised or closed, premiums paid for purchasing 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.

 

26


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

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.

For the year ended December 31, 2017, the monthly average notional amount for written options contracts was $2.0 million. Realized gains and losses are reported as “Net realized gains/(losses) on options contracts” on the Consolidated Statement of Operations.

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 identified 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 the 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 a 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, 2017, 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 monthly average gross notional amount for interest rate swaps was $27 million for the year ended December 31, 2017.

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 monthly average gross notional amount for currency swaps was $4.4 million for the year ended December 31, 2017.

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 monthly average gross notional amount for total return swaps was $4.9 million for the year ended December 31, 2017.

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

 

27


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

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 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, 2017, the Fund entered into OTC and centrally cleared 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 monthly average gross notional amount for credit default swaps was $4.7 million for the year ended December 31, 2017.

Variance swaps involve the agreement of two parties to exchange cash flows based on the measured variance (or square of the volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price is generally chosen such that the fair value of the swaps is zero. At the maturity date, a net cash flow is exchanged, where the payoff amount is equivalent to the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. As a receiver of the realized price variance, a Portfolio would receive the payoff amount when the realized price variance of the underlying asset is greater than the strike price and would owe the payoff amount when the variance is less than the strike price. As a payer of the realized price variance, a Portfolio would owe the payoff amount when the realized price variance of the underlying asset is greater than the strike price and would receive the payoff amount when the variance is less than the strike price. This type of swap is essentially a forward contract on the future realized price variance of the underlying asset. The monthly average gross notional amount for variance swaps was $1.4 million for the year ended December 31, 2017.

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, 2017:

 

   

Asset Derivatives

   

Liability Derivatives

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

Equity Risk

     
Futures Contracts   Receivable for variation margin on futures contracts*   $ 342,807     Payable for variation margin on futures contracts*   $ 27,649  
Option Contracts       Written options contracts     302,174  

Total Return Swap

Agreements

  Unrealized appreciation on swap agreements     820,520     Unrealized depreciation on swap agreements      

Credit Risk

     

Centrally Cleared Credit Default Swap

Agreements

  Unrealized appreciation on swap agreements*         Unrealized depreciation on swap agreements*     6,578  

Over-The-Counter Credit Default Swap

Agreements

              16,355  

Interest Rate Risk

     
Futures Contracts   Receivable for variation margin on futures contracts*         Payable for variation margin on futures contracts*     113,337  

Interest Rate Swap

Agreements

  Unrealized appreciation on swap agreements*     117,267     Unrealized depreciation on swap agreements*     16,937  
Swaption Contracts       Written options contracts     73,459  
Variance Swap Agreements   Unrealized appreciation on swap agreements         Unrealized depreciation on swap agreements*     20,626  

Foreign Exchange Risk

     
Currency Swap Agreements   Unrealized appreciation on swap agreements     209,101     Unrealized depreciation on swap agreements     8,678  
Forward Currency Contracts   Unrealized appreciation on forward currency contracts     339,452     Unrealized depreciation on forward currency contracts     84,440  
Options Contracts       Written options contracts     2,944  

 

* 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 centrally cleared swap agreements are reported within the Consolidated Statement of Assets and Liabilities.

 

28


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

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, 2017:

 

     Realized Gain/(Loss) 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

Written Option

Contracts

  Net Realized
Gains/(Losses) on
Forward Currency Contracts

Equity Risk

     $ 1,275,664      $ 100,141     $ 377,827     $

Credit Risk

              40,976            

Interest Rate Risk

       167,971        (213,083 )       (142,167 )      

Foreign Exchange Rate Risk

                    626,617       1,124,464
     Change in Net Unrealized Appreciation/Depreciation
on Derivatives Recognized as a Result from Operations
      Change in Net Unrealized
Appreciation/Depreciation on
Futures Contracts
   Change in Net Unrealized
Appreciation/Depreciation on
Swap Agreements
  Change in Net Unrealized
Appreciation/Depreciation on
Written Option
Contracts
  Change in Net Unrealized
Appreciation/Depreciation on
Forward Currency Contracts

Equity Risk

     $ 248,759      $ 544,522     $ 147,183     $

Credit Risk

              (76,555 )            

Interest Rate Risk

       12,495        414,504       471,228      

Foreign Exchange Rate Risk

              (121,728 )       144,687       (2,287,701 )

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, 2017. 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, 2017.

As of December 31, 2017, the Fund’s derivative assets and liabilities by type were as follows:

 

        Assets      Liabilities

Derivative Financial Instruments:

             

Futures contracts

       $ 37,272        $

Option contracts

                  378,577

Forward currency contracts

         339,452          84,440

Swap agreements

         1,052,320          107,706
      

 

 

        

 

 

 

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

         1,429,044          570,723

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

         (55,051 )          (696 )
      

 

 

        

 

 

 

Total assets and liabilities subject to a MNA

       $ 1,373,993        $ 570,027
      

 

 

        

 

 

 

The following table presents the Fund’s derivative assets by counterparty net of amounts available for offset under MNA and net of the related collateral received by the Fund as of December 31, 2017:

 

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

     $ 209,101      $ (52,409 )      $      $ (197,413 )      $

BNP Paribas SA

       797,166        (7,349 )               (830,000 )       

Citigroup

                            (64,760 )       

Deutsche Bank

       31,960        (31,960 )               (7,127 ))       

Goldman Sachs

       44,227        (44,227 )               (110,042 )       

JPMorgan Chase

       127,130                      (10,000 )        117,130

Societe Generale

                            (30,000 )       

UBS Warburg

       164,409        (164,409 )                     
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Total

     $ 1,373,993      $ (300,354 )      $      $ (1,249,342 )      $ 117,130
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

 

29


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

The following table presents the Fund’s derivative liabilities by counterparty net of amounts available for offset under MNA and net of the related collateral received by the Fund as of December 31, 2017:

 

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

     $ 52,409      $ (52,409 )      $      $      $

Barclays Bank

       137,858                             137,858

BNP Paribas SA

       7,349        (7,349 )                     

Citigroup

       5,163                             5,163

Deutsche Bank

       65,409        (31,960 )                      33,449

Goldman Sachs

       73,459        (44,227 )                      29,232

Morgan Stanley

       35,606                             35,606

UBS Warburg

       192,774        (164,409 )                      28,365
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Total

     $ 570,027      $ (300,354 )      $      $      $ 269,673
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

 

* 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. Fees and Transactions with Affiliates and Other Parties

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 Fund. Pursuant to a subadvisory agreement with BlackRock Investment Management, LLC (“BlackRock Investment”), BlackRock Investment provides investment advisory services as the Subadviser for the Fund 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 Fund. Expenses incurred by the Fund 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 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, 2019.

For the year ended December 31, 2017, the annual rate paid to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP BlackRock Global Strategy Plus 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, 2017, there were no remaining contractual reimbursements that are subject to repayments 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, 2017, 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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

      Fair Value
12/31/2016
   Purchases
at Cost
   Proceeds
from Sales
   Net Realized
Gains/(Losses)
   Net Change
in
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/2017
   Shares as
of
12/31/2017
   Dividend
Income

AZL Enhanced Bond Index Fund

     $ 220,670,678      $ 7,652,344      $ (4,344,150 )      $ (5,187 )      $ 4,588,676      $ 228,562,361        20,988,279      $ 2,109,766

AZL MSCI Global Equity Index Fund

       144,706,339        2,780,633        (27,683,969 )        3,449,143        23,193,548        146,445,694        13,052,201        2,780,633
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 365,377,017      $ 10,432,977      $ (32,028,119 )      $ 3,443,956      $ 27,782,224      $ 375,008,055        34,040,480      $ 4,890,399
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 (“SEC” or the “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.”

 

30


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

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 Trust-wide asset-based fee, which is based on the following schedule: 0.05% of daily average net assets on the first $4 billion, 0.04% of daily average net assets on the next $2 billion, 0.02% of daily average net assets on the next $2 billion and 0.01% of daily average net assets over $8 billion. The overall Trust-wide fees are accrued daily and paid monthly and are subject to a minimum annual fee. The Administrator is entitled to 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives 12b-1 fees directly from the Fund, plus a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is Senior Counsel. During the year ended December 31, 2017, $8,542 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 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 (the “Board” or “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.

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. The Fund generally values index options at the average of the closing bid and ask quotations on the principal exchange on which the option is traded and are typically categorized as Level 1 in the fair value hierarchy. For options where market quotations are not readily available, fair value procedures as described below may be applied.

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.

 

31


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016. The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Other^      Total

Bank Loans

       $        $ 1,758,274        $        $     —        $ 1,758,274

Collateralized Mortgage Obligations

                  617,841                            617,841

Common Stocks

                                  

Aerospace & Defense

         307,940          2,732,236                            3,040,176

Air Freight & Logistics

                  11,542                            11,542

Airlines

         2,742,921          1,604,541                            4,347,462

Auto Components

         90,837          6,798,459                            6,889,296

Automobiles

         5,899          3,941,992                            3,947,891

Banks

         8,966,881          7,943,434                            16,910,315

Beverages

         278,448          1,685,453                            1,963,901

Building Products

         819,337          1,231,349                            2,050,686

Capital Markets

         5,849,629          2,343,924                            8,193,553

Chemicals

         6,672,145          6,253,869                            12,926,014

Communications Equipment

         1,256,434          1,002,229                            2,258,663

Construction & Engineering

                  1,671,722                            1,671,722

Construction Materials

         12,053          165,180                            177,233

Containers & Packaging

         900,770          1,129                            901,899

Distributors

                  91,785                            91,785

Diversified Financial Services

         177,803          138,128                            315,931

Diversified Telecommunication Services

         1,207,218          4,867,378                            6,074,596

Electric Utilities

         2,074,689          1,620,835                            3,695,524

Electrical Equipment

         66,059          1,801,237                            1,867,296

Electronic Equipment, Instruments & Components

         3,839          1,269,945                            1,273,784

Equity Real Estate Investment Trusts

         111,788          825,504                            937,292

Food & Staples Retailing

         1,343,976          123,257                            1,467,233

Food Products

         188,357          7,205,453                            7,393,810

Gas Utilities

                  1,655,612                            1,655,612

Health Care Equipment & Supplies

         1,995,936          903,371                            2,899,307

Health Care Providers & Services

         4,837,389          2,249,657                            7,087,046

Hotels, Restaurants & Leisure

         1,275,447          711,947                            1,987,394

Household Durables

         1,453,441          835,237                            2,288,678

Household Products

         141,130          12,951                            154,081

Independent Power & Renewable Electricity Producers

         802,068          7,448                            809,516

Industrial Conglomerates

         1,682,585          4,088,389                            5,770,974

Insurance

         4,626,958          2,075,856                            6,702,814

Internet & Direct Marketing Retail

         4,846,819          1,829                            4,848,648

Internet Software & Services

         8,780,149          5,170          1,360,105                   10,145,424

IT Services

         5,483,599          1,408,387                            6,891,986

Machinery

         197,057          3,607,321                            3,804,378

Marine

                  6,896                            6,896

Media

         8,104,209          1,277,472                            9,381,681

Metals & Mining

         37,673          477,151                            514,824

Multi-Utilities

         935,297          2,451,969                            3,387,266

Oil, Gas & Consumable Fuels

         13,384,644          4,961,127                            18,345,771

Personal Products

         1,152,582          597,223                            1,749,805

Pharmaceuticals

         3,359,272          5,782,860                            9,142,132

Professional Services

         36,572          520,412                            556,984

Real Estate Management & Development

         893,799          3,751,014                            4,644,813

Road & Rail

         1,328,452          3,142,321                            4,470,773

Semiconductors & Semiconductor Equipment

         3,620,208          1,747,355                            5,367,563

Software

         10,156,614          12,445          2,259,500                   12,428,559

Specialty Retail

         3,496,838          208,429                            3,705,267

Technology Hardware, Storage & Peripherals

         6,322,469          31,055                            6,353,524

Textiles, Apparel & Luxury Goods

         32,793          786,673                            819,466

Thrifts & Mortgage Finance

                  213,678                            213,678

Tobacco

         14,263          562,143                            576,406

Trading Companies & Distributors

         74,437          5,084                            79,521

Transportation Infrastructure

                  98,607                            98,607

Wireless Telecommunication Services

         642,115          3,655,305                            4,297,420

Other Common Stocks+

         4,308,243                                     4,308,243

 

32


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

Investment Securities:      Level 1      Level 2      Level 3      Other^      Total

Convertible Bonds

       $        $ 1,515,245        $        $        $ 1,515,245

Convertible Preferred Stocks

                                  

Equity Real Estate Investment Trusts

         360,537          593,749                            954,286

Internet Software & Services

                           905,902                   905,902

Other Convertible Preferred Stocks+

                  2,047,497                            2,047,497

Corporate Bonds+

                  10,268,211                            10,268,211

Foreign Bonds+

                  34,041,174                            34,041,174

Preferred Stocks

                                  

Banks

         395,375          76,020                            471,395

Consumer Finance

         419,118                                     419,118

Health Care Providers & Services

                  898,353          410,186                   1,308,539

Internet Software & Services

                           596,420                   596,420

Software

                           658,610                   658,610

Technology Hardware, Storage & Peripherals

                  7,799                            7,799

Private Placements

                           45,559                   45,559

U.S. Treasury Obligations

                  90,679,320                            90,679,320

Warrant

                  11                            11

Yankee Dollars+

                  11,102,940                            11,102,940

Affiliated Investment Companies

         375,008,055                                     375,008,055

Exchange Traded Fund

         15,632,487                                     15,632,487

Securities Held as Collateral for Securities on Loan

                                    17,308,385          17,308,385

Unaffiliated Investment Company

         8,839,261                                     8,839,261

Purchased Options

                  1,583,090                            1,583,090

Purchased Swaptions

                  92,200                            92,200
      

 

 

        

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         527,754,914          258,464,699          6,236,282          17,308,385          809,764,280
      

 

 

        

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                                  

Futures Contracts

         201,821                                     201,821

Written Options

                  (305,118 )                            (305,118 )

Written Swaptions

                  (73,459 )                            (73,459 )

Forward Currency Contracts

                  255,012                            255,012

Over-the-Counter Credit Default Swaps

                  (16,355 )                            (16,355 )

Centrally Cleared Credit Default Swaps

                  (6,578 )                            (6,578 )

Over-the-Counter Variance Swaps

                  (20,626 )                            (20,626 )

Over-the-Counter Currency Swaps

                  200,423                            200,423

Centrally Cleared Interest Rate Swaps

                  100,330                            100,330

Total Return Swaps

                  820,520                            820,520
      

 

 

        

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 527,956,735        $ 259,418,848        $ 6,236,282        $ 17,308,385        $ 810,920,250
      

 

 

        

 

 

        

 

 

        

 

 

        

 

 

 

 

+ For detailed industry descriptions, see the accompanying Consolidated 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 except futures contracts and centrally cleared interest rate swaps which are presented at variation margin.

 

^ Investments categorized as Securities Held as Collateral for Securities on Loan in the Consolidated Schedule of Portfolio Investments, are measured at fair value using the NAV per share practical expedient. These investments are not classified within the fair value hierarchy, and are reflected as “Other” in the above table. Although there can be no assurance, in general, the fair value of investments measured using the NAV per share practical expedient represents the amount the owner of such investments might reasonably expect to receive in an orderly sale.

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, 2017, 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 Strategy Plus Fund

       $ 466,038,704        $ 532,544,774

For the year ended December 31, 2017, purchases and sales of long-term U.S. government securities were as follows:

 

        Purchases      Sales

AZL MVP BlackRock Global Strategy Plus Fund

       $ 287,373,196        $ 253,077,097

 

33


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

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, 2017 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        $ 735,000        $ 3,065,000        $ 12,567          0.00 %

Aliphcom, 12.00%, 4/1/20

         11/11/15          268,000          268,000          1,099          0.00 %

Dana Gas Sukuk, Ltd., 7.00%, 10/31/18

         5/8/13          650,390          631,620          517,928          0.06 %

Domo, Inc., Series E

         4/1/15          998,866          144,482          905,902          0.11 %

Dropbox, Inc.

         1/28/14          1,827,985          95,700          1,358,940          0.16 %

Grand Rounds, Inc., Series C

         3/31/15          399,608          143,925          410,186          0.05 %

Inversiones Alsacia SA, 8.00%, 12/31/18, Callable 1/22/18 @ 100.00

         12/22/14          312,032          527,380          13,185          0.00 %

Jawbone

         1/24/2017                   23,389          31,893          0.00 %

Logistics UK, Series 2015-1A, Class F, 1.21%, 8/20/25

         8/3/15          440,732          459,000          617,841          0.07 %

Lookout, Inc.

         3/4/15          63,364          5,547          1,165          0.00 %

Lookout, Inc., Preffered Shares, Series F

         9/19/14          389,996          63,925          596,420          0.07 %

Palantir Technologies, Inc., Series I

         3/27/14          712,042          116,157          658,610          0.08 %

REI Agro, Ltd., Registered Shares, 5.50%, 11/13/14

         2/7/12          300,000          400,000                   %

TFS Corp., Ltd., 8.75%, 8/1/23, Callable 8/1/19 @ 106.56

         7/20/16          2,106,000          1,018,000          712,600          0.09 %

Uber Technologies, Inc.

         3/21/14          1,063,120          68,532          2,259,500          0.27 %

 

(a) Acquisition date represents the initial purchase date of the security.

7. Investment Risks

Bank Loan Risk: There are a number of risks associated with an investment in bank loans including credit risk, interest rate risk, liquidity risk and prepayment risk. Lack of an active trading market, restrictions on resale, irregular trading activity, wide bid/ask spreads and extended trade settlement periods may impair the Fund’s ability to sell bank loans within its desired time frame or at an acceptable price and its ability to accurately value existing and prospective investments. Extended trade settlement periods may result in cash not being immediately available to the Fund. As a result, the Fund may have to sell other investments or engage in borrowing transactions to raise cash to meet its obligations. The risk of holding bank loans is also directly tied to the risk of insolvency or bankruptcy of the issuing banks. These risks could cause the Fund to lose income or principal on a particular investment, which in turn could affect the Fund’s returns. The value of bank loans can be affected by and sensitive to changes in government regulation and to economic downturns in the United States and abroad. Bank loans generally are floating rate loans, which are subject to interest rate risk as the interest paid on the floating rate loans adjusts periodically based on changes in widely accepted reference rates.

Commodities-Related Investment Risk: Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative investments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates, or sectors affecting a particular industry or commodity, such as drought, floods, weather, embargoes, tariffs and international economic, political and regulatory developments. The U.S. Commodities Futures Trading Commission has proposed changes to certain of its rules governing investment in commodities by mutual funds, such as the Fund. In the event these changes are adopted, or if there are changes in the tax treatment of the Fund’s direct and indirect investments in commodities, the Fund may be unable to obtain exposure to commodity markets, or may be limited in the extent to which or manner in which it can obtain such exposure.

Derivatives Risk: The Fund may invest in derivatives as a principal strategy. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The counterparty to a derivatives contract could default. As required by applicable law, a Fund that invests in derivatives segregates cash or liquid securities, or both, to the extent that its obligations under the instrument are not covered through ownership of the underlying security, financial instrument, or currency.

Emerging Markets Risk: Emerging markets may have less developed trading markets and exchanges which may make it more difficult to sell securities at an acceptable price and their prices may be more volatile than securities of companies in more developed markets. Settlements of trades may be subject to greater delays so that the Fund may not receive the proceeds of a sale of a security on a timely basis. Emerging countries may also have less developed legal and accounting systems and investments may be subject to greater risks of government restrictions, nationalization, or confiscation.

Foreign Securities and Currencies Risk: Investments in securities of foreign issuers carry certain risks not ordinarily associated with investments in securities of domestic issuers. Such risks include future political and economic developments, and the possible imposition of exchange controls or other foreign governmental laws and restrictions. In addition, with respect to certain countries, there is the possibility of expropriation of assets, confiscatory taxation, political or social instability or diplomatic developments which could adversely affect investments in those securities.

 

34


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

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 policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $738,503,613. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 83,178,118  

Unrealized (depreciation)

    (11,330,752
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 71,847,366  
 

 

 

 

Capital loss carry forwards (“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.

During the year ended December 31, 2017, the Fund utilized $439,156 in CLCFs to offset capital gains.

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP BlackRock Global Strategy Plus Fund

       $ 3,178,036        $        $ 3,178,036

 

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

The tax character of dividends paid to shareholders during the year ended December 31, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP BlackRock Global Strategy Plus Fund

       $ 21,857,180        $ 29,417,164        $ 51,274,344

 

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

At December 31, 2017, 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 Strategy Plus Fund

       $ 21,405,114        $ 32,289,849        $        $ 71,694,659        $ 125,389,622

 

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

9. Ownership and Principal Holders

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates presumptions of control of the fund, under section 2 (a)(9) of the 1940 Act. As of December 31, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 85% of the Fund. As of December 31, 2017, the Fund had a controlling interest (in excess of 50%) in the AZL MSCI Global Equity Index Fund, which is affiliated with the Investment Adviser.

 

35


AZL MVP BlackRock Global Strategy Plus Fund

Notes to the Consolidated Financial Statements

December 31, 2017

 

10. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for filing Form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

11. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

36


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of AZL MVP BlackRock Global Strategy Plus Fund and Subsidiaries (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the consolidated schedule of portfolio investments, as of December 31, 2017, 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 related notes (collectively, the “consolidated financial statements”) and the consolidated financial highlights for each of the years in the five-year period then ended. In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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 consolidated financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements and consolidated financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements and consolidated financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian, transfer agents of the underlying funds, and brokers or by other appropriate auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements and consolidated financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

37


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 100.00% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

 

38


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.

 

39


Approval of Investment Advisory Agreement — October 23, 2017 (Unaudited)

Subject to the general supervision of the Board of Trustees (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

40


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

41


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address,
and Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address,
and Year of Birth
  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

Brian Muench (1970)
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   35   None

 

42


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 (1970)

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 (1945)

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.

Bashir C. Asad (1963)

Citi Fund Services Ohio, Inc.

4400 Easton Commons,

Suite 200 Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.

Chris R. Pheiffer (1968)

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.

 

43


LOGO

 

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

These Funds are not FDIC Insured.

   ANNRPT1217 2/18


AZL® MVP DFA Multi-Strategy Fund

Annual Report

December 31, 2017

 

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 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 for year ended December 31, 2017?

For the year ended December 31, 2017, the AZL® MVP DFA Multi-Strategy Fund (the “Fund”) returned 12.55%. That compared to a 21.83%, 3.54% and a 14.26% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Multi-Strategy Composite Index1, respectively.

The 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.*

Global economic expansion led major stock indexes to new all-time highs during the 12-month period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low-volatility environment. Mid- and small-cap stocks also performed well during the period: The S&P MidCap 400 Index2 generated a 16.24% return and the SmallCap 600 Index3 returned 13.23%. Growth stocks were also heavily favored during the year and significantly outperformed value stocks.

International developed markets, as measured by the MSCI EAFE Index4, fared even better, and posted a 25.62% return for the period. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index5, posted an impressive return of 37.75% and thereby ended years of underperformance versus domestic and developed international markets.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risk in their quest for more attractive yields. Credit spreads on corporate bonds ended the year tighter than when the year began, with high-yield bond spreads tightening markedly. Meanwhile, the yield curve flattened sharply, as three rate hikes by the Federal Reserve sent short-term yields higher, while investor demand for attractive yield pushed long-term yields lower.

The Fund underperformed its composite benchmark during the period. Its domestic equity holdings were negatively impacted by a bias toward value stocks, which generally underperformed growth stocks. The Fund’s greater-than-benchmark exposure to small- and mid-cap stocks also detracted from relative results, as those stocks underperformed their large-cap counterparts. The Fund’s exposure to developed and emerging international equities contributed to returns relative to the composite benchmark, which has no non-U.S. equity exposure.*

Within its fixed-income portfolio, the Fund’s duration exposure was shorter than that of the Bloomberg Barclays U.S. Aggregate Bond Index. That positioning detracted from relative returns as the yield curve flattened during the year. The Fund’s high-credit-quality portfolio also negatively affected performance as spreads tightened during the year, leading to outperformance among lower-rated bonds.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP maintained a neutral equity allocation for the year relative to its target. The MVP process detracted slightly due to mismatches between the hedging instruments used and the target equity and fixed income exposure.*

 

 

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, 2017.
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  The MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.

 

  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 DFA Strategy 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.

Debt securities held by the Fund may decline in value due to rising interest rates. Interest rates in the U.S. are at, or near, historic lows, which may increase the Fund’s exposure to risks related to rising rates.

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, 2017

 

     1
Year
    Since
Inception
(4/27/15)
 

AZL® MVP DFA Multi-Strategy Fund

     12.55     5.88

S&P 500 Index

     21.83     11.60

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     1.82

Multi-Strategy Composite Index

     14.26     7.70

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

     1.21

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. The Manager voluntarily reduced the management fee to 0.10% on all assets. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense ratio would be 0.36%.

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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP DFA Multi-Strategy Fund

    $ 1,000.00     $ 1,066.80     $ 0.78       0.15 %

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

 

     Beginning
Account Value
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP DFA Multi-Strategy Fund

    $ 1,000.00     $ 1,024.45     $ 0.77       0.15 %

 

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

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equities

      44.7

Fixed Income

      38.1

International Equities

      12.0
   

 

 

 

Total Investment Securities

      94.8

Net other assets (liabilities)

      5.2
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP DFA Multi-Strategy Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (94.8%):       
  348,926      AZL DFA Emerging Markets Core Equity Fund    $ 3,914,946  
  2,951,666      AZL DFA Five-Year Global Fixed Income Fund      29,516,665  
  475,812      AZL DFA International Core Equity Fund      5,452,804  
  2,122,228      AZL DFA U.S. Core Equity Fund      27,079,624  
  622,862      AZL DFA U.S. Small Cap Fund      7,729,721  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $65,279,881)

     73,693,760  
  

 

 

 
 

Total Investment Securities (Cost $65,279,881)(a) — 94.8%

     73,693,760  
 

Net other assets (liabilities) — 5.2%

     4,062,809  
  

 

 

 
 

Net Assets — 100.0%

   $ 77,756,569  
  

 

 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

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

Futures Contracts

Cash of $3,876,383 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

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

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

     3/19/18        17      $ 2,274,600      $ 37,463  

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

     3/21/18        12        1,488,563        (8,265
           

 

 

 
            $ 29,198  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP DFA Multi-Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2017    

 

Assets:

   

Investments in affiliates, at cost

    $ 65,279,881
   

 

 

 

Investments in affiliates, at value

    $ 73,693,760

Segregated cash for collateral

      3,876,383

Interest and dividends receivable

      3,610

Receivable for capital shares issued

      195,454

Receivable for affiliated investments sold

      53,948

Prepaid expenses

      437
   

 

 

 

Total Assets

      77,823,592
   

 

 

 

Liabilities:

   

Cash overdraft

      53,948

Manager fees payable

      5,935

Administration fees payable

      3,518

Custodian fees payable

      352

Administrative and compliance services fees payable

      186

Transfer agent fees payable

      682

Trustee fees payable

      120

Other accrued liabilities

      2,282
   

 

 

 

Total Liabilities

      67,023
   

 

 

 

Net Assets

    $ 77,756,569
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 67,666,311

Accumulated net investment income/(loss)

      670,948

Accumulated net realized gains/(losses) from investment transactions

      976,233

Net unrealized appreciation/(depreciation) on investments

      8,443,077
   

 

 

 

Net Assets

    $ 77,756,569
   

 

 

 

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

      6,704,698

Net Asset Value (offering and redemption price per share)

    $ 11.60
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017    

 

Investment Income:

    

Dividends from affiliates

     $ 696,766

Interest

       28,922

Dividends

       737

Other income

       130
    

 

 

 

Total Investment Income

       726,555
    

 

 

 

Expenses:

    

Manager fees

       131,324

Administration fees

       47,352

Custodian fees

       2,112

Administrative and compliance services fees

       808

Transfer agent fees

       4,635

Trustee fees

       2,766

Professional fees

       3,122

Shareholder reports

       1,952

Other expenses

       718
    

 

 

 

Total expenses before reductions

       194,789

Less expenses voluntarily waived/reimbursed by the Manager

       (65,661 )

Less expense contractually waived/reimbursed by the Manager

       (30,855 )
    

 

 

 

Net expenses

       98,273
    

 

 

 

Net Investment Income/(Loss)

       628,282
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       761,545

Net realized gains distributions from affiliated underlying funds

       155,576

Net realized gains/(losses) on futures contracts

       334,873

Change in net unrealized appreciation/depreciation on affiliated transactions

       5,859,903

Change in net unrealized appreciation/depreciation on futures contracts

       32,625
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       7,144,522
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 7,772,804
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP DFA Multi-Strategy Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 628,282     $ 270,935

Net realized gains/(losses) on investment transactions

      1,251,994       (97,307 )

Change in unrealized appreciation/depreciation on investments

      5,892,528       3,344,944
   

 

 

     

 

 

 

Change in net assets resulting from operations

      7,772,804       3,518,572
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (277,996 )      

From net realized gains

      (69,214 )      
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (347,210 )      
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      26,450,692       29,807,859

Proceeds from dividends reinvested

      347,210      

Value of shares redeemed

      (9,792,574 )       (6,088,076 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      17,005,328       23,719,783
   

 

 

     

 

 

 

Change in net assets

      24,430,922       27,238,355

Net Assets:

       

Beginning of period

      53,325,647       26,087,292
   

 

 

     

 

 

 

End of period

    $ 77,756,569     $ 53,325,647
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 670,948     $ 277,991
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      2,416,058       3,032,018

Dividends reinvested

      31,168      

Shares redeemed

      (891,700 )       (628,886 )
   

 

 

     

 

 

 

Change in shares

      1,555,526       2,403,132
   

 

 

     

 

 

 

 

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)

 

     Year Ended
December 31,
2017
  Year Ended
December 31,
2016
  April 27, 2015
to December 31,
2015(a)

Net Asset Value, Beginning of Period

    $ 10.36     $ 9.50     $ 10.00
   

 

 

     

 

 

     

 

 

 

Investment Activities:

           

Net Investment Income/(Loss)

      0.09       0.05       (0.01 )

Net Realized and Unrealized Gains/(Losses) on Investments

      1.21       0.81       (0.49 )
   

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.30       0.86       (0.50 )
   

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

           

Net Investment Income

      (0.05 )            

Net Realized Gains

      (0.01 )            
   

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.06 )            
   

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 11.60     $ 10.36     $ 9.50
   

 

 

     

 

 

     

 

 

 

Total Return(b)

      12.55 %       9.05 %       (5.00 )%(c)

Ratios to Average Net Assets/Supplemental Data:

           

Net Assets, End of Period (000’s)

    $ 77,757     $ 53,326     $ 26,087

Net Investment Income/(Loss)(d)

      0.96 %       0.71 %       (0.14 )%

Expenses Before Reductions*(d)(e)

      0.30 %       0.36 %       0.52 %

Expenses Net of Reductions*(d)

      0.15 %       0.15 %       0.14 %

Portfolio Turnover Rate

      15 %       15 %       2 %(c)

 

* 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 for periods less than one year.

 

(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, 2017

 

1. Organization

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

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) 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, 2017, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. 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

 

8


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $3.4 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 37,463     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               8,265  

 

* 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, 2017:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized
   Realized Gains/(Losses)
on Derivatives Recognized
     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts   Net Realized gains/(losses) on futures contracts/Change in net unrealized appreciation/depreciation on futures contracts    $ 324,859      $ 35,036  

Interest Rate Risk

       
Interest Rate Contracts        10,014        (2,411

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid to the Manager and the annual expense limit were as follows:

 

      Annual Rate*   Annual Expense Limit

AZL MVP DFA Multi-Strategy Fund

       0.20 %       0.15 %

 

* 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 at any time after April 30, 2019.

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, 2017, the contractual reimbursements subject to repayment by the Fund in subsequent years were as follows:

 

       

Expires

12/31/2018

    

Expires

12/31/2019

    

Expires

12/31/2020

    

Total

AZL MVP DFA Multi-Strategy Fund

       $ 32,620        $ 31,356        $ 30,855        $ 94,831

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.

 

9


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

    

Fair Value

12/31/16

 

Purchases

at Cost

  Proceeds from
Sales
 

Net
Realized

Gains/(Losses)

 

Net Change in
Unrealized

Appreciation/
Depreciation

 

Fair Value

12/31/17

 

Shares as of

12/31/2017

 

Dividend

Income

  Net realized
gains
distributions
from affiliated
underlying
funds

AZL DFA Emerging Markets Core Equity Fund

    $ 2,696,219     $ 961,947     $ (677,430 )     $ 60,630     $ 873,580     $ 3,914,946       348,926     $ 35,061     $ (378 )

AZL DFA Five-Year Global Fixed Income Fund

      20,281,404       12,144,516       (2,965,225 )       (25,581 )       81,551       29,516,665       2,951,666       292,300       3,834

AZL DFA International Core Equity Fund

      3,733,344       1,472,783       (743,343 )       42,800       947,220       5,452,804       475,812       60,844      

AZL DFA U.S. Core Equity Fund

      18,526,385       7,844,408       (3,327,987 )       449,322       3,587,496       27,079,624       2,122,228       270,241       49,796

AZL DFA U.S. Small Cap Fund

      5,264,616       3,459,575       (1,598,900 )       234,374       370,056       7,729,721       622,862       38,320       102,324
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 50,501,968     $ 25,883,229     $ (9,312,885 )     $ 761,545     $ 5,859,903     $ 73,693,760       6,521,494     $ 696,766     $ 155,576
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $655 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 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 (the “Board” or “Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The

 

10


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Affiliated Investment Companies

       $ 73,693,760        $        $        $ 73,693,760
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         73,693,760                            73,693,760
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         29,198                            29,198
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 73,722,958        $        $        $ 73,722,958
      

 

 

        

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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

       $ 25,883,229        $ 9,312,885

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $65,535,426. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 8,193,501  

Unrealized (depreciation)

    (35,167
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 8,158,334  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP DFA Multi-Strategy Fund

       $ 307,441        $ 39,769        $ 347,210

 

(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 DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

At December 31, 2017, 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

       $ 817,564        $ 1,114,360        $        $ 8,158,334        $ 10,090,258

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 90% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N- PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

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, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the two-year period then ended and the from period April 27, 2015 (commencement of operations) to December 31, 2015. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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 two-year period then ended and the period from April 27, 2015 to December 31, 2015, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with brokers and transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 51.92% 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, 2017, the Fund declared net short-term capital gain distributions of $29,444.

During the year ended December 31, 2017, the Fund declared net long-term capital gain distributions of $39,769

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18

 


AZL MVP FusionSM Dynamic Balanced Fund

Annual Report

December 31, 2017

 

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 Dynamic Balanced Fund Review (Unaudited)

 

Allianz Investment Management LLC

serves as the Manager for the AZL

MVP FusionSM Dynamic Balanced Fund.

What factors affected the Fund’s performance for the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL MVP FusionSM Dynamic Balanced Fund (the “Fund”) returned 12.23%. That compared to a 21.83%, 3.54% and 12.42% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

The Fund is a fund of funds that achieves broad diversification by investing in underlying funds. 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.*

Global economic expansion led major stock indexes to new all-time highs during the 12-month period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low-volatility environment. Mid- and small-cap stocks also performed well during the period: The S&P MidCap 400 Index2 generated a 16.24% return and the SmallCap 600 Index3 returned 13.23%. Growth stocks were also heavily favored during the year and significantly outperformed value stocks.

International developed markets, as measured by the MSCI EAFE Index4, fared even better than U.S. equities, posting a 25.62% return for the year. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index5, posted a return of 37.75%. The strong return ended years of underperformance versus domestic and international developed markets.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risk in their quest for more attractive yields. Credit spreads on corporate bonds ended the year tighter than when the year began, with high-yield bond spreads tightening markedly. Meanwhile, the yield curve flattened sharply, as three rate hikes by the Federal Reserve sent short-term yields higher, while investor demand for attractive yield pushed long-term yields lower.

The Fund, which invests in both U.S. and international markets, modestly underperformed its composite benchmark in 2017. Above-benchmark allocations to mid- and small-cap U.S. equity detracted from the Fund’s performance relative to the S&P 500 Index, as smaller stocks generally lagged their large-cap counterparts. An allocation to hedged equity also hindered returns as higher beta6 (more volatile) strategies were better rewarded during the period*

The Fund’s off-benchmark allocation to shorter-term bonds also detracted modestly from relative returns as longer-term bonds outperformed.*

The Fund’s relative performance benefited from its strategic, off-benchmark allocations to international developed and emerging markets equities along with a dynamic tilt toward those indexes. These non-U.S. equity markets broadly outperformed their domestic counterparts during the period. Overall, the positive impact of allocations to international equities largely offset the negative impact from other allocation decisions.*

Stock selection within the Fund’s holdings had an overall modest positive impact on relative results. The negative effects of stock choice within the Fund’s equity holdings were more than offset by the benefits of security selection with its fixed income holdings.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP maintained a neutral equity allocation for the year relative to its target.*

 

 

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, 2017.
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  The MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.
6  Beta is a measure of the volatility, or systematic risk, of a security or a portfolio in comparison to the market as a whole. Beta is used in the capital asset pricing model, which calculates the expected return of an asset based on its beta and expected market returns.

 

  Investors cannot invest directly in an index.
 

 

1


AZL MVP FusionSM Dynamic 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.

Returns on growth stocks may not move in tandem with returns on other categories of stocks or the market as a whole. Growth stocks may be susceptible to rapid price savings or to adverse developments in certain sectors of the market.

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 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.

Debt securities held by the Fund may decline in value due to rising interest rates. Interest rates in the U.S. are at, or near, historic lows, which may increase the Fund’s exposure to risks related to rising rates.

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, 2017

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL MVP FusionSM Dynamic Balanced Fund

     12.23     5.31     6.36     4.38

S&P 500 Index

     21.83     11.41     15.79     8.50

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     4.01

Balanced Composite Index

     12.42     6.84     8.87     6.65

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 Dynamic Balanced Fund

     0.96

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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 Dynamic Balanced Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Fusion Dynamic 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP Fusion Dynamic Balanced Fund

    $ 1,000.00     $ 1,056.50     $ 1.09       0.21 %

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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP Fusion Dynamic Balanced Fund

    $ 1,000.00     $ 1,024.15     $ 1.07       0.21 %

 

* 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

      47.0

Domestic Equities

      28.5

International Equities

      19.6
   

 

 

 

Total Investment Securities

      95.1

Net other assets (liabilities)

      4.9
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Dynamic Balanced Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (95.1%):  
  3,424,828      AZL DFA International Core Equity Fund    $ 39,248,531  
  2,630,052      AZL DFA U.S. Core Equity Fund      33,559,467  
  1,378,322      AZL DFA U.S. Small Cap Fund      17,104,974  
  2,531,991      AZL Enhanced Bond Index Fund      27,573,381  
  2,524,083      AZL Gateway Fund      33,620,784  
  7,204,944      AZL International Index Fund, Class 2      124,645,530  
  10,820,944      AZL MetWest Total Return Bond Fund      110,373,633  
  1,430,410      AZL Mid Cap Index Fund, Class 2      33,557,418  
  6,065,372      AZL MSCI Emerging Markets Equity Index Fund, Class 2      53,193,311  
  10,822,473      AZL Pyramis® Total Bond Fund, Class 2      110,713,901  
  5,987,198      AZL Russell 1000 Growth Index Fund, Class 2      91,065,279  
  6,716,357      AZL Russell 1000 Value Index Fund, Class 2      91,073,802  
  763,444      AZL Small Cap Stock Index Fund, Class 2      11,360,051  
  4,515,555      PIMCO VIT Income Portfolio      48,497,065  
  10,726,544      PIMCO VIT Low Duration Portfolio      109,839,812  
  10,060,961      PIMCO VIT Total Return Portfolio      110,066,916  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $951,871,525)

     1,045,493,855  
     

 

 

 
 

Total Investment Securities (Cost $951,871,525)(a) — 95.1%

     1,045,493,855  
 

Net other assets (liabilities) — 4.9%

     54,000,530  
     

 

 

 
 

Net Assets — 100.0%

   $ 1,099,494,385  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

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

Futures Contracts

Cash of $54,865,300 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

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

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

     3/19/18        203      $ 27,161,400      $ 447,353  

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

     3/21/18        221        27,414,359        (148,341
           

 

 

 
            $ 299,012  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Dynamic Balanced Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investments in affiliates, at cost

    $ 951,871,525
   

 

 

 

Investments in affiliates, at value

    $ 1,045,493,855

Segregated cash for collateral

      54,865,300

Interest and dividends receivable

      454,850

Receivable for investments sold

      639,818

Receivable for variation margin on futures contracts

      661

Prepaid expenses

      6,387
   

 

 

 

Total Assets

      1,101,460,871
   

 

 

 

Liabilities:

   

Cash overdraft

      639,818

Payable for investments purchased

      404,186

Payable for capital shares redeemed

      696,897

Manager fees payable

      186,959

Administration fees payable

      3,926

Custodian fees payable

      465

Administrative and compliance services fees payable

      2,511

Transfer agent fees payable

      750

Trustee fees payable

      1,618

Other accrued liabilities

      29,356
   

 

 

 

Total Liabilities

      1,966,486
   

 

 

 

Net Assets

    $ 1,099,494,385
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 936,171,779

Accumulated net investment income/(loss)

      12,529,638

Accumulated net realized gains/(losses) from investment transactions

      56,871,626

Net unrealized appreciation/(depreciation) on investments

      93,921,342
   

 

 

 

Net Assets

    $ 1,099,494,385
   

 

 

 

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

      92,339,836

Net Asset Value (offering and redemption price per share)

    $ 11.91
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

    

Dividends from affiliates

     $ 13,013,453

Interest

       491,835

Dividends

       380

Other income

       2,224
    

 

 

 

Total Investment Income

       13,507,892
    

 

 

 

Expenses:

    

Manager fees

       2,213,010

Administration fees

       53,408

Custodian fees

       2,685

Administrative and compliance services fees

       13,211

Transfer agent fees

       5,451

Trustee fees

       47,134

Professional fees

       47,632

Shareholder reports

       25,454

Other expenses

       14,789
    

 

 

 

Total expenses

       2,422,774
    

 

 

 

Net Investment Income/(Loss)

       11,085,118
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       33,646,760

Net realized gains distributions from affiliated underlying funds

       23,162,736

Net realized gains/(losses) on futures contracts

       5,014,226

Change in net unrealized appreciation/depreciation on affiliated transactions

       53,674,263

Change in net unrealized appreciation/depreciation on futures contracts

       416,108
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       115,914,093
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 126,999,211
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP Fusion Dynamic Balanced Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 11,085,118     $ 16,768,863

Net realized gains/(losses) on investment transactions

      61,823,722       111,861,582

Change in unrealized appreciation/depreciation on investments

      54,090,371       (69,648,231 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      126,999,211       58,982,214
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (18,503,054 )       (25,843,598 )

From net realized gains

      (99,533,664 )       (55,908,893 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (118,036,718 )       (81,752,491 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      8,943,045       17,580,463

Proceeds from dividends reinvested

      118,036,718       81,752,491

Value of shares redeemed

      (138,571,442 )       (145,808,871 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (11,591,679 )       (46,475,917 )
   

 

 

     

 

 

 

Change in net assets

      (2,629,186 )       (69,246,194 )

Net Assets:

       

Beginning of period

      1,102,123,571       1,171,369,765
   

 

 

     

 

 

 

End of period

    $ 1,099,494,385     $ 1,102,123,571
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 12,529,638     $ 18,502,976
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      713,387       1,451,088

Dividends reinvested

      10,210,789       6,975,468

Shares redeemed

      (11,323,719 )       (12,086,797 )
   

 

 

     

 

 

 

Change in shares

      (399,543 )       (3,660,241 )
   

 

 

     

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Fusion Dynamic Balanced Fund

Financial Highlights

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

 

    Year Ended December 31,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 11.88     $ 12.15     $ 13.03     $ 12.62     $ 11.52
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.14       0.20       0.24       0.15       0.12

Net Realized and Unrealized Gains/(Losses) on Investments

      1.27       0.44       (0.42 )       0.44       1.19
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.41       0.64       (0.18 )       0.59       1.31
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.22 )       (0.29 )       (0.17 )       (0.18 )       (0.21 )

Net Realized Gains

      (1.16 )       (0.62 )       (0.53 )            
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (1.38 )       (0.91 )       (0.70 )       (0.18 )       (0.21 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 11.91     $ 11.88     $ 12.15     $ 13.03     $ 12.62
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

      12.23 %       5.40 %       (1.27 )%       4.59 %       11.46 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 1,099,494     $ 1,102,124     $ 1,171,370     $ 1,280,573     $ 1,282,663

Net Investment Income/(Loss)

      1.00 %       1.48 %       1.80 %       1.13 %       1.27 %

Expenses Before Reductions*(b)

      0.22 %       0.22 %       0.22 %       0.22 %       0.22 %

Expenses Net of Reductions*

      0.22 %       0.22 %       0.22 %       0.22 %       0.21 %

Portfolio Turnover Rate(c)

      17 %       52 %       11 %       23 %       6 %

 

* 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 Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2017

 

1. Organization

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

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) 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, 2017, 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

 

8


AZL MVP Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2017

 

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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $55.3 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 447,353     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               148,341  

 

* 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, 2017:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized
   Realized Gains/(Losses)
on Derivatives Recognized
     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts   Net Realized gains/(losses) on futures contracts/Change in net
unrealized appreciation/depreciation on futures contracts
   $ 4,793,003      $ 390,950  

Interest Rate Risk

       
Interest Rate Contracts        221,223        25,158  

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Fusion Dynamic 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, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, there were no voluntary waivers.

 

9


AZL MVP Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

    

Fair Value

12/31/16

 

Purchases

at Cost

  Proceeds from
Sales
  Net
Realized
Gains/(Losses)
 

Net Change in
Unrealized

Appreciation/
Depreciation

 

Fair Value

12/31/17

 

Shares as of

12/31/2017

 

Dividend

Income

  Net realized
gains
distributions
from affiliated
underlying
funds

AZL DFA International Core Equity Fund

    $ 39,543,825     $ 510,916     $ (9,425,148 )     $ 268,950     $ 8,349,988     $ 39,248,531       3,424,828     $ 510,917     $

AZL DFA U.S. Core Equity Fund

      33,830,315       468,290       (6,571,857 )       976,134       4,856,585       33,559,467       2,630,052       387,413       71,387

AZL DFA U.S. Small Cap Fund

      17,397,011       625,625       (2,345,413 )       357,771       1,069,980       17,104,974       1,378,322       96,141       256,712

AZL Enhanced Bond Index Fund

      80,864,521       340,182       (54,948,896 )       (907,671 )       2,225,245       27,573,381       2,531,991       253,157      

AZL Gateway Fund

      22,771,561       11,414,638       (2,890,824 )       381,319       1,944,090       33,620,784       2,524,083       329,305      

AZL International Index Fund, Class 2

      94,928,827       32,201,819       (24,106,451 )       6,537,155       15,084,180       124,645,530       7,204,944       1,098,467       958,085

AZL MetWest Total Return Bond Fund

      108,689,445       3,108,686       (2,854,467 )       71,390       1,358,579       110,373,633       10,820,944       1,677,749       294,162

AZL Mid Cap Index Fund, Class 2

      44,835,598       17,325,883       (32,214,632 )       6,903,580       (3,293,011 )       33,557,418       1,430,410       79,418       870,159

AZL MSCI Emerging Markets Equity Fund, Class 2

      32,163,373       20,679,498       (11,807,760 )       1,225,461       10,932,739       53,193,311       6,065,372       201,647       1,214,751

AZL Pyramis® Total Bond Fund, Class 2

      108,691,698       3,978,231       (3,941,116 )       119,498       1,865,590       110,713,901       10,822,473       2,631,759      

AZL Russell 1000 Growth Index Fund, Class 2

      112,766,586       10,128,659       (50,008,166 )       9,048,891       9,129,309       91,065,279       5,987,198       263,931       9,078,772

AZL Russell 1000 Value Index Fund, Class 2

      112,980,337       13,106,798       (37,171,429 )       6,434,532       (4,276,436 )       91,073,802       6,716,357       690,893       10,028,092

AZL Small Cap Stock Index Fund, Class 2

      17,436,434       5,616,052       (12,337,333 )       1,647,741       (1,002,843 )       11,360,051       763,444       28,137       390,616

PIMCO VIT Income Portfolio

      56,097,198       1,608,007       (12,133,624 )       653,412       2,272,072       48,497,065       4,515,555       1,322,715      

PIMCO VIT Low Duration Portfolio

      55,631,939       57,210,042       (3,005,074 )       (137,279 )       140,184       109,839,812       10,726,544       1,215,337      

PIMCO VIT Total Return Portfolio

      109,124,850       2,747,813       (4,889,635 )       65,876       3,018,012       110,066,916       10,060,961       2,226,467      
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 1,047,753,518     $ 181,071,139     $ (270,651,825 )     $ 33,646,760     $ 53,674,263     $ 1,045,493,855       87,603,478     $ 13,013,453     $  23,162,736
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $11,393 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 in total for both trusts.

 

10


AZL MVP Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2017

 

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 (the “Board” or “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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Affiliated Investment Companies

       $ 1,045,493,855        $        $        $ 1,045,493,855
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         1,045,493,855                            1,045,493,855
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         299,012                            299,012
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 1,045,792,867        $        $        $ 1,045,792,867
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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 Dynamic Balanced Fund

       $ 181,071,139        $ 270,651,825

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $954,466,346. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 93,372,228

Unrealized (depreciation)

    (2,344,718
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 91,027,510  
 

 

 

 

 

11


AZL MVP Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2017

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

       

Ordinary

Income

    

Net

Long-Term

Capital Gains

    

Total

Distributions(a)

AZL MVP Fusion Dynamic Balanced Fund

       $ 18,503,054        $ 99,533,664        $ 118,036,718

 

(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, 2016 were as follows:

 

       

Ordinary

Income

    

Net

Long-Term

Capital Gains

    

Total

Distributions(a)

AZL MVP Fusion Dynamic Balanced Fund

       $ 25,843,598        $ 55,908,893        $ 81,752,491

 

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

At December 31, 2017, 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 Dynamic Balanced Fund

       $ 21,121,862        $ 51,173,234        $        $ 91,027,510        $ 163,322,606

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 90% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AZL MVP Fusion Dynamic Balanced Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with the investees, brokers, and transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 21.02% 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, 2017, the Fund declared net long-term capital gain distributions of $99,533,664.

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18


AZL MVP FusionSM Dynamic Conservative Fund

Annual Report

December 31, 2017

 

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 Dynamic Conservative Fund Review (Unaudited)

 

Allianz Investment Management LLC

serves as Manager for the AZL MVP

FusionSM Dynamic Conservative Fund.

What factors affected the Fund’s performance during the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL MVP FusionSM Dynamic Conservative Fund (the “Fund”) returned 9.31%. That compared to a 21.83%, 3.54% and a 9.70% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Conservative Composite Index1, respectively.

The Fund is a fund of funds that achieves broad diversification by investing in underlying funds. 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.*

Global economic expansion led major stock indexes to new all-time highs during the period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low volatility environment. Mid- and small-cap stocks also performed well during the period. The S&P MidCap 400 Index2 generated a 16.24% return and the SmallCap 600 Index3 returned 13.23%. Growth stocks were also heavily favored during the year and significantly outperformed value stocks.

International developed markets, as measured by the MSCI EAFE Index4, fared even better than U.S. equities, posting a 25.62% return for the period. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index5, posted a return of 37.75% and thereby ended years of underperformance versus domestic and developed international markets.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risks in a hunt for yield. Spreads ended the year tighter than when the year began, and high yield spreads tightened markedly. Meanwhile, the yield curve flattened sharply, as three Fed rate hikes sent short-term yields higher while investor demand for yield pushed long-term yields lower.

The Fund, which invests in both U.S. and international markets, modestly underperformed its composite benchmark in 2017. Above-benchmark allocations to mid- and small-cap U.S. equity detracted from the Fund’s performance relative to the S&P 500 Index, as smaller stocks generally lagged their large-cap counterparts. An allocation to hedged equity also hindered returns, as higher beta6 (more volatile) strategies were better rewarded during the period.*

The Fund’s off-benchmark allocation to shorter-term bonds also detracted modestly from relative returns as longer-term bonds outperformed.*

These negative impacts were partly offset by the Fund’s exposure to overseas markets. Off-benchmark allocations to international developed and emerging markets equity along with a dynamic tilt toward those indexes supported relative returns, as non-U.S. equity markets broadly outperformed their domestic counterparts during the period.*

Stock selection within the Fund’s holdings had a net positive impact on relative results. The negative effects of stock choice within the Fund’s equity holdings were more than offset by the benefits of security selection with its fixed income holdings.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP maintained a neutral equity allocation for the year relative to its target.*

 

 

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, 2017.
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  The MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.
6  Beta is a measure of the volatility, or systematic risk, of a security or a portfolio in comparison to the market as a whole. Beta is used in the capital asset pricing model, which calculates the expected return of an asset based on its beta and expected market returns.

 

  Investors cannot invest directly in an index.
 

 

1


AZL MVP FusionSM Dynamic 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.

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 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, 2017

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(10/23/09)
 

AZL MVP FusionSM Dynamic Conservative Fund

     9.31     4.53     5.27     6.19

S&P 500 Index

     21.83     11.41     15.79     14.09

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     3.56

Conservative Composite Index

     9.70     5.46     6.83     7.38

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 Dynamic Conservative Fund

     0.97

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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 Dynamic Conservative Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Fusion Dynamic 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP Fusion Dynamic Conservative Fund

    $ 1,000.00     $ 1,042.20     $ 1.18       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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP Fusion Dynamic Conservative Fund

    $ 1,000.00     $ 1,024.05     $ 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

      60.3

Domestic Equities

      21.8

International Equities

      13.0

Money Market

      0.1
   

 

 

 

Total Investment Securities

      95.2

Net other assets (liabilities)

      4.8
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Dynamic Conservative Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (95.1%):  
  610,665      AZL DFA International Core Equity Fund    $ 6,998,217  
  337,510      AZL DFA U.S. Core Equity Fund      4,306,633  
  225,921      AZL DFA U.S. Small Cap Fund      2,803,677  
  1,189,103      AZL Enhanced Bond Index Fund      12,949,335  
  518,585      AZL Gateway Fund      6,907,550  
  1,205,741      AZL International Index Fund, Class 2      20,859,328  
  3,451,650      AZL MetWest Total Return Bond Fund      35,206,826  
  299,174      AZL Mid Cap Index Fund, Class 2      7,018,616  
  798,213      AZL MSCI Emerging Markets Equity Index Fund, Class 2      7,000,327  
  3,068,502      AZL Pyramis® Total Bond Fund, Class 2      31,390,779  
  1,139,623      AZL Russell 1000 Growth Index Fund, Class 2      17,333,662  
  1,281,707      AZL Russell 1000 Value Index Fund, Class 2      17,379,950  
  187,047      AZL Small Cap Stock Index Fund, Class 2      2,783,265  
  1,597,112      PIMCO VIT Income Portfolio      17,152,980  
  2,868,307      PIMCO VIT Low Duration Portfolio      29,371,462  
  3,289,109      PIMCO VIT Total Return Portfolio      35,982,856  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $239,770,101)

     255,445,463  
     

 

 

 
Shares            Fair Value  
Unaffiliated Investment Company (0.1%):  
  259,642      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 1.11%(a)    $ 259,642  
     

 

 

 
 

Total Unaffiliated Investment Company (Cost $259,642)

     259,642  
     

 

 

 
 

Total Investment Securities (Cost $240,029,743)(b) — 95.2%

     255,705,105  
 

Net other assets (liabilities) — 4.8%

     12,866,436  
     

 

 

 
 

Net Assets — 100.0%

   $ 268,571,541  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

(a) The rate represents the effective yield at December 31, 2017.
(b) See Federal Tax Information listed in the Notes to the Financial Statements.
 

Futures Contracts

Cash of $13,440,344 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

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

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

     3/19/18        34      $ 4,549,200      $ 74,926  

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

     3/21/18        70        8,683,281        (46,713
           

 

 

 
            $ 28,213  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Dynamic Conservative Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investment in non-affiliates, at cost

    $ 259,642

Investments in affiliates, at cost

      239,770,101
   

 

 

 

Total Investment securities, at cost

    $ 240,029,743
   

 

 

 

Investment in non-affiliates, at value

    $ 259,642

Investments in affiliates, at value

      255,445,463
   

 

 

 

Total Investment securities, at value

      255,705,105

Segregated cash for collateral

      13,440,344

Interest and dividends receivable

      141,402

Receivable for capital shares issued

      38,011

Prepaid expenses

      1,561
   

 

 

 

Total Assets

      269,326,423
   

 

 

 

Liabilities:

   

Payable for investments purchased

      388,654

Payable for capital shares redeemed

      307,685

Manager fees payable

      45,563

Administration fees payable

      3,467

Custodian fees payable

      405

Administrative and compliance services fees payable

      624

Transfer agent fees payable

      673

Trustee fees payable

      402

Other accrued liabilities

      7,409
   

 

 

 

Total Liabilities

      754,882
   

 

 

 

Net Assets

    $ 268,571,541
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 241,586,502

Accumulated net investment income/(loss)

      3,424,477

Accumulated net realized gains/(losses) from investment transactions

      7,856,987

Net unrealized appreciation/(depreciation) on investments

      15,703,575
   

 

 

 

Net Assets

    $ 268,571,541
   

 

 

 

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

      21,955,868

Net Asset Value (offering and redemption price per share)

    $ 12.23
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

   

Dividends from affiliates

    $ 3,644,530

Interest

      122,771

Dividends

      249

Other income

      553
   

 

 

 

Total Investment Income

      3,768,103
   

 

 

 

Expenses:

   

Manager fees

      549,804

Administration fees

      48,468

Custodian fees

      2,435

Administrative and compliance services fees

      3,326

Transfer agent fees

      4,807

Trustee fees

      11,911

Professional fees

      11,887

Shareholder reports

      6,581

Other expenses

      3,378
   

 

 

 

Total expenses

      642,597
   

 

 

 

Net Investment Income/(Loss)

      3,125,506
   

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

   

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

      4,650,240

Net realized gains distributions from affiliated underlying funds

      4,333,779

Net realized gains/(losses) on futures contracts

      896,187

Change in net unrealized appreciation/depreciation on affiliated transactions

      11,455,008

Change in net unrealized appreciation/depreciation on futures contracts

      76,729
   

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

      21,411,943
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 24,537,449
   

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP Fusion Dynamic Conservative Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 3,125,506     $ 4,534,126

Net realized gains/(losses) on investment transactions

      9,880,206       11,967,901

Change in unrealized appreciation/depreciation on investments

      11,531,737       (2,100,279 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      24,537,449       14,401,748
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (4,942,273 )       (6,400,135 )

From net realized gains

      (11,231,674 )       (8,746,642 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (16,173,947 )       (15,146,777 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      11,558,632       54,291,335

Proceeds from dividends reinvested

      16,173,947       15,146,777

Value of shares redeemed

      (45,413,236 )       (59,139,549 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (17,680,657 )       10,298,563
   

 

 

     

 

 

 

Change in net assets

      (9,317,155 )       9,553,534

Net Assets:

       

Beginning of period

      277,888,696       268,335,162
   

 

 

     

 

 

 

End of period

    $ 268,571,541     $ 277,888,696
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 3,424,477     $ 4,942,255
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      937,909       4,563,032

Dividends reinvested

      1,348,953       1,281,453

Shares redeemed

      (3,701,038 )       (4,973,216 )
   

 

 

     

 

 

 

Change in shares

      (1,414,176 )       871,269
   

 

 

     

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Fusion Dynamic Conservative Fund

Financial Highlights

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

 

    Year Ended December 31,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 11.89     $ 11.93     $ 12.63     $ 12.53     $ 11.99
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.16       0.19       0.25       0.16       0.16

Net Realized and Unrealized Gains/(Losses) on Investments

      0.93       0.44       (0.35 )       0.44       0.78
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.09       0.63       (0.10 )       0.60       0.94
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.23 )       (0.28 )       (0.17 )       (0.19 )       (0.27 )

Net Realized Gains

      (0.52 )       (0.39 )       (0.43 )       (0.31 )       (0.13 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.75 )       (0.67 )       (0.60 )       (0.50 )       (0.40 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 12.23     $ 11.89     $ 11.93     $ 12.63     $ 12.53
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

      9.31 %       5.32 %       (0.77 )%       4.81 %       7.96 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 268,572     $ 277,889     $ 268,335     $ 271,443     $ 265,232

Net Investment Income/(Loss)

      1.14 %       1.63 %       2.09 %       1.25 %       1.29 %

Expenses Before Reductions*(b)

      0.23 %       0.24 %       0.24 %       0.24 %       0.24 %

Expenses Net of Reductions*

      0.23 %       0.24 %       0.24 %       0.24 %       0.22 %

Portfolio Turnover Rate(c)

      18 %       62 %       16 %       36 %       15 %

 

* 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 Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2017

 

1. Organization

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

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) 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, 2017, 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

 

8


AZL MVP Fusion Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2017

 

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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $13.6 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 74,926     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               46,713  

 

* 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, 2017:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized
   Realized Gains/(Losses)
on Derivatives Recognized
     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts   Net Realized gains/(losses) on futures contracts/Change in net unrealized appreciation/depreciation on futures contracts    $ 825,578      $ 65,507  

Interest Rate Risk

       
Interest Rate Contracts        70,609        11,222  

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Fusion Dynamic 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, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, there were no voluntary waivers.

 

9


AZL MVP Fusion Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

     Fair Value
12/31/16
  Purchases
at Cost
  Proceeds from
Sales
  Net
Realized
Gains/(Losses)
  Net Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/17
  Shares as of
12/31/2017
  Dividend
Income
  Net realized
gains
distributions
from affiliated
underlying
funds

AZL DFA International Core Equity Fund

    $ 6,991,694     $ 196,703     $ (1,717,028 )     $ 173,630     $ 1,353,218     $ 6,998,217       610,665     $ 89,866     $

AZL DFA U.S. Core Equity Fund

      4,129,311       134,441       (679,320 )       93,775       628,426       4,306,633       337,510       47,676       8,785

AZL DFA U.S. Small Cap Fund

      2,752,679       260,119       (446,464 )       35,605       201,738       2,803,677       225,921       15,682       41,874

AZL Enhanced Bond Index Fund

      27,227,225       248,800       (14,990,502 )       (251,244 )       715,056       12,949,335       1,189,103       119,748      

AZL Gateway Fund

      4,114,793       2,863,722       (534,804 )       53,475       410,364       6,907,550       518,585       67,700      

AZL International Index Fund, Class 2

      15,347,118       6,440,319       (4,420,875 )       815,514       2,677,252       20,859,328       1,205,741       181,327       158,154

AZL MetWest Total Return Bond Fund

      36,249,988       1,127,747       (2,642,948 )       (25,815 )       497,854       35,206,826       3,451,650       543,580       95,307

AZL Mid Cap Index Fund, Class 2

      8,263,574       4,312,762       (6,281,563 )       1,047,208       (323,365 )       7,018,616       299,174       12,968       142,090

AZL MSCI Emerging Markets Equity Fund, Class 2

      4,077,330       3,157,103       (1,810,024 )       77,170       1,498,748       7,000,327       798,213       26,154       157,557

AZL Pyramis® Total Bond Fund, Class 2

      36,250,115       1,758,738       (7,268,406 )       37,135       613,197       31,390,779       3,068,502       850,894      

AZL Russell 1000 Growth Index Fund, Class 2

      20,935,518       2,941,088       (9,901,388 )       1,136,976       2,221,468       17,333,662       1,139,623       50,227       1,727,722

AZL Russell 1000 Value Index Fund, Class 2

      20,974,784       3,821,050       (7,786,252 )       1,255,287       (884,919 )       17,379,950       1,281,707       131,402       1,907,260

AZL Small Cap Stock Index Fund, Class 2

      4,129,057       1,563,769       (3,071,572 )       391,605       (229,594 )       2,783,265       187,047       6,845       95,030

PIMCO VIT Income Portfolio

      16,764,247       1,509,551       (1,991,407 )       87,731       782,858       17,152,980       1,597,112       403,625      

PIMCO VIT Low Duration Portfolio

      19,555,728       14,634,799       (4,826,059 )       (218,765 )       225,759       29,371,462       2,868,307       371,041      

PIMCO VIT Total Return Portfolio

      36,306,623       2,219,888       (3,551,556 )       (59,047 )       1,066,948       35,982,856       3,289,109       725,795      
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 264,069,784     $ 47,190,599     $ (71,920,168 )     $ 4,650,240     $ 11,455,008     $ 255,445,463       22,067,969     $ 3,644,530     $ 4,333,779
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $2,839 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 in total for both trusts.

 

10


AZL MVP Fusion Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2017

 

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 (the “Board” or “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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Affiliated Investment Companies

       $ 255,445,463        $        $        $ 255,445,463

Unaffiliated Investment Company

         259,642                            259,642
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         255,705,105                            255,705,105
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         28,213                            28,213
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 255,733,318        $        $        $ 255,733,318
      

 

 

        

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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 Dynamic Conservative Fund

       $ 47,190,599        $ 71,920,168

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2017

 

Cost of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $241,547,003. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 14,617,178

Unrealized (depreciation)

    (459,076
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 14,158,102  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Conservative Fund

       $ 5,491,981        $ 10,681,966        $ 16,173,947

 

(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, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Conservative Fund

       $ 6,400,135        $ 8,746,642        $ 15,146,777

 

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

At December 31, 2017, 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 Dynamic Conservative Fund

       $ 5,442,598        $ 7,384,339        $        $ 14,158,102        $ 26,985,039

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 70% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AZL MVP Fusion Dynamic Conservative Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian, investees, brokers and transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 14.22% 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, 2017, the Fund declared net short-term capital gain distributions of $549,708.

During the year ended December 31, 2017, the Fund declared net long-term capital gain distributions of $10,681,966.

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18


AZL MVP FusionSM Dynamic Moderate Fund

Annual Report

December 31, 2017

 

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 Dynamic Moderate Fund Review (Unaudited)

 

Allianz Investment Management LLC

serves as the Manager for the MVP

FusionSM Dynamic Moderate Fund.

What factors affected the Fund’s performance during the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL MVP FusionSM Dynamic Moderate Fund (the “Fund”) returned 13.98%. That compared to a 21.83%, 3.54% and a 14.26% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Moderate Composite Index1, respectively.

The Fund is a fund of funds that achieves broad diversification by investing in underlying funds. The Fund typically holds between 50% and 70% of its assets in equity funds and 30% to 50% 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.*

Global economic expansion led major stock indexes to new all-time highs during the 12-month period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low-volatility environment. Mid- and small-cap stocks also performed well during the period: The S&P MidCap 400 Index2 generated a 16.24% return and the SmallCap 600 Index3 returned 13.23%. Growth stocks were also heavily favored during the year, and significantly outperformed value stocks.

International developed markets, as measured by the MSCI EAFE Index4, fared even better than U.S. equities, posting a 25.62% return for the year. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index5, posted a return of 37.75%. The strong return ended years of underperformance versus domestic and international developed markets.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risk in their quest for more attractive yields. Credit spreads on corporate bonds ended the year tighter than when the year began, with high-yield bond spreads tightening markedly. Meanwhile, the yield curve flattened sharply, as three rate hikes by the Federal Reserve sent short-term yields higher, while investor demand for attractive yield pushed long-term yields lower.

The Fund, which invests in both U.S. and international markets, modestly underperformed its composite benchmark in 2017. Above-benchmark allocations to mid- and small-cap U.S. equity detracted from the Fund’s performance relative to the S&P 500 Index, as smaller stocks generally lagged their large-cap counterparts. An allocation to hedged equity also hindered returns, as higher beta6 (more volatile) strategies were better rewarded during the period.*

The Fund’s off-benchmark allocation to shorter-term bonds also detracted modestly from relative returns as longer-term bonds outperformed.*

These negative impacts were partly offset by the Fund’s exposure to overseas markets. Off-benchmark allocations to international developed and emerging markets equity, along with a dynamic tilt toward those indexes, supported the Fund’s returns relative to its benchmark, as non-U.S. equity markets broadly outperformed their domestic counterparts during the period.*

Security selection within the underlying funds also supported relative performance on an overall basis, with security selection among fixed income holdings adding, and stock selection within the equity allocation detracting modestly.*

Stock selection within the Fund’s holdings had an overall modestly negative impact on relative results. The negative effects of stock choice within the Fund’s equity holdings were only partly offset by the benefits of security selection with its fixed income holdings.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP maintained a neutral equity allocation for the year relative to its target.*

 

 

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, 2017.
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  The MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.
6  Beta is a measure of the volatility, or systematic risk, of a security or a portfolio in comparison to the market as a whole. Beta is used in the capital asset pricing model, which calculates the expected return of an asset based on its beta and expected market returns.

 

  Investors cannot invest directly in an index.
 

 

1


AZL MVP FusionSM Dynamic 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.

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.

Returns on growth stocks may not move in tandem with returns on other categories of stocks or the market as a whole. Growth stocks may be susceptible to rapid price savings or to adverse developments in certain sectors of the market.

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.

Debt securities held by the Fund may decline in value due to rising interest rates. Interest rates in the U.S. are at, or near, historic lows, which may increase the Fund’s exposure to risks related to rising rates.

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, 2017

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL MVP FusionSM Dynamic Moderate Fund

     13.98     5.32     7.00     4.08

S&P 500 Index

     21.83     11.41     15.79     8.50

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     4.01

Moderate Composite Index

     14.26     7.76     10.25     7.09

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 Dynamic Moderate Fund

     0.98

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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 Dynamic Moderate Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Fusion Dynamic 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP Fusion Dynamic Moderate Fund

    $ 1,000.00     $ 1,065.40     $ 1.09       0.21 %

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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP Fusion Dynamic Moderate Fund

    $ 1,000.00     $ 1,024.15     $ 1.07       0.21 %

 

* 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

      37.8

Domestic Equities

      33.3

International Equities

      24.4
   

 

 

 

Total Investment Securities

      95.5

Net other assets (liabilities)

      4.5
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Dynamic Moderate Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (95.5%):  
  10,468,588      AZL DFA International Core Equity Fund    $ 119,970,024  
  4,721,595      AZL DFA U.S. Core Equity Fund      60,247,547  
  3,895,921      AZL DFA U.S. Small Cap Fund      48,348,380  
  5,448,718      AZL Enhanced Bond Index Fund      59,336,541  
  6,292,976      AZL Gateway Fund      83,822,440  
  17,930,767      AZL International Index Fund, Class 2      310,202,260  
  19,053,557      AZL MetWest Total Return Bond Fund      194,346,284  
  4,078,519      AZL Mid Cap Index Fund, Class 2      95,682,061  
  16,384,232      AZL MSCI Emerging Markets Equity Index Fund, Class 2      143,689,713  
  19,070,646      AZL Pyramis® Total Bond Fund, Class 2      195,092,711  
Shares            Fair Value  
Affiliated Investment Companies, continued  
  15,189,923      AZL Russell 1000 Growth Index Fund, Class 2    $ 231,038,729  
  17,080,924      AZL Russell 1000 Value Index Fund, Class 2      231,617,334  
  2,456,426      AZL Small Cap Stock Index Fund, Class 2      36,551,620  
  8,897,783      PIMCO VIT Income Portfolio      95,562,194  
  15,166,280      PIMCO VIT Low Duration Portfolio      155,302,712  
  17,760,222      PIMCO VIT Total Return Portfolio      194,296,831  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $2,021,723,761)

     2,255,107,381  
     

 

 

 
 

Total Investment Securities (Cost $2,021,723,761)(a) — 95.5%

     2,255,107,381  
 

Net other assets (liabilities) — 4.5%

     106,378,995  
     

 

 

 
 

Net Assets — 100.0%

   $ 2,361,486,376  
     

 

 

 
 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

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

Futures Contracts

Cash of $107,947,885 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

Description    Expiration
Date
    

Number of

Contracts

     Notional
Amount
     Unrealized
Appreciation/
(Depreciation)
 

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

     3/19/18        481      $ 64,357,800      $ 1,059,985  

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

     3/21/18        349        43,292,359        (232,862
           

 

 

 
            $ 827,123  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Dynamic Moderate Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investments in affiliates, at cost

    $ 2,021,723,761
   

 

 

 

Investments in affiliates, at value

    $ 2,255,107,381

Segregated cash for collateral

      107,947,885

Interest and dividends receivable

      796,500

Receivable for investments sold

      1,167,424

Receivable for variation margin on futures contracts

      661

Prepaid expenses

      13,594
   

 

 

 

Total Assets

      2,365,033,445
   

 

 

 

Liabilities:

   

Cash overdraft

      1,167,425

Payable for investments purchased

      697,185

Payable for capital shares redeemed

      1,206,635

Manager fees payable

      400,445

Administration fees payable

      4,671

Custodian fees payable

      937

Administrative and compliance services fees payable

      5,322

Transfer agent fees payable

      876

Trustee fees payable

      3,429

Other accrued liabilities

      60,144
   

 

 

 

Total Liabilities

      3,547,069
   

 

 

 

Net Assets

    $ 2,361,486,376
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 1,963,913,698

Accumulated net investment income/(loss)

      24,824,295

Accumulated net realized gains/(losses) from investment transactions

      138,537,640

Net unrealized appreciation/(depreciation) on investments

      234,210,743
   

 

 

 

Net Assets

    $ 2,361,486,376
   

 

 

 

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

      197,248,294

Net Asset Value (offering and redemption price per share)

    $ 11.97
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

   

Dividends from affiliates

    $ 25,448,448

Interest

      876,556

Dividends

      152

Other income

      4,754
   

 

 

 

Total Investment Income

      26,329,910
   

 

 

 

Expenses:

   

Manager fees

      4,715,944

Administration fees

      62,346

Custodian fees

      4,684

Administrative and compliance services fees

      28,420

Transfer agent fees

      6,574

Trustee fees

      101,212

Professional fees

      102,532

Shareholder reports

      47,975

Other expenses

      31,537
   

 

 

 

Total expenses

      5,101,224
   

 

 

 

Net Investment Income/(Loss)

      21,228,686
   

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

   

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

      77,931,872

Net realized gains distributions from affiliated underlying funds

      59,879,405

Net realized gains/(losses) on futures contracts

      10,479,861

Change in net unrealized appreciation/depreciation on affiliated transactions

      139,264,956

Change in net unrealized appreciation/depreciation on futures contracts

      938,585
   

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

      288,494,679
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 309,723,365
   

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP Fusion Dynamic Moderate Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 21,228,686     $ 32,590,785

Net realized gains/(losses) on investment transactions

      148,291,138       221,780,541

Change in unrealized appreciation/depreciation on investments

      140,203,541       (156,827,299 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      309,723,365       97,544,027
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (36,719,006 )       (50,970,662 )

From net realized gains

      (185,608,214 )       (148,289,923 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (222,327,220 )       (199,260,585 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      8,791,608       18,219,768

Proceeds from dividends reinvested

      222,327,220       199,260,585

Value of shares redeemed

      (293,361,499 )       (245,864,524 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (62,242,671 )       (28,384,171 )
   

 

 

     

 

 

 

Change in net assets

      25,153,474       (130,100,729 )

Net Assets:

       

Beginning of period

      2,336,332,902       2,466,433,631
   

 

 

     

 

 

 

End of period

    $ 2,361,486,376     $ 2,336,332,902
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 24,824,295     $ 36,718,833
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      727,313       1,563,579

Dividends reinvested

      19,249,110       17,509,717

Shares redeemed

      (24,205,850 )       (20,672,967 )
   

 

 

     

 

 

 

Change in shares

      (4,229,427 )       (1,599,671 )
   

 

 

     

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Fusion Dynamic Moderate Fund

Financial Highlights

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

 

    Year Ended December 31,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 11.60     $ 12.15     $ 13.05     $ 12.68     $ 11.17
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.12       0.18       0.22       0.14       0.11

Net Realized and Unrealized Gains/(Losses) on Investments

      1.46       0.32       (0.45 )       0.40       1.57
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.58       0.50       (0.23 )       0.54       1.68
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.20 )       (0.27 )       (0.17 )       (0.17 )       (0.17 )

Net Realized Gains

      (1.01 )       (0.78 )       (0.50 )            
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (1.21 )       (1.05 )       (0.67 )       (0.17 )       (0.17 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 11.97     $ 11.60     $ 12.15     $ 13.05     $ 12.68
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

      13.98 %       4.29 %       (1.71 )%       4.24 %       15.17 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 2,361,486     $ 2,336,333     $ 2,466,434     $ 2,724,412     $ 2,753,188

Net Investment Income/(Loss)

      0.90 %       1.38 %       1.61 %       1.04 %       1.22 %

Expenses Before Reductions*(b)

      0.22 %       0.22 %       0.22 %       0.22 %       0.22 %

Expenses Net of Reductions*

      0.22 %       0.22 %       0.22 %       0.22 %       0.21 %

Portfolio Turnover Rate(c)

      17 %       58 %       13 %       20 %       5 %

 

* 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 Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2017

 

1. Organization

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

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) 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, 2017, 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

 

8


AZL MVP Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2017

 

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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $99.6 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 1,059,985     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               232,862  

 

* 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, 2017:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized
   Realized Gains/(Losses)
on Derivatives Recognized
     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts   Net Realized gains/(losses) on futures contracts/Change in net unrealized appreciation/depreciation on futures contracts    $ 10,172,662      $ 950,481  

Interest Rate Risk

       
Interest Rate Contracts        307,199        (11,896

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.” At December 31, 2017, there were no contractual reimbursements that are subject to repayment by the Fund in subsequent years.

For the year ended December 31, 2017, the annual rate paid to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Fusion Dynamic 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.”

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, there were no voluntary waivers.

 

9


AZL MVP Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

     Fair Value
12/31/16
  Purchases
at Cost
  Proceeds from
Sales
  Net
Realized
Gains/(Losses)
  Net Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/17
  Shares as of
12/31/2017
  Dividend
Income
  Net realized
gains
distributions
from affiliated
underlying
funds

AZL DFA International Core Equity Fund

    $ 119,449,559     $ 1,556,004     $ (27,506,289 )     $ 1,069,143     $ 25,401,607     $ 119,970,024       10,468,588     $ 1,556,004     $

AZL DFA U.S. Core Equity Fund

      63,025,952       816,947       (14,080,005 )       1,919,758       8,564,895       60,247,547       4,721,595       689,836       127,113

AZL DFA U.S. Small Cap Fund

      51,945,519       999,082       (8,652,275 )       1,270,738       2,785,316       48,348,380       3,895,921       272,217       726,865

AZL Enhanced Bond Index Fund

      141,928,054       544,780       (85,546,185 )       (1,243,669 )       3,653,561       59,336,541       5,448,718       544,781      

AZL Gateway Fund

      59,933,815       22,709,139       (4,770,521 )       625,101       5,324,906       83,822,440       6,292,976       821,239      

AZL International Index Fund, Class 2

      236,276,569       68,721,027       (49,390,961 )       9,055,340       45,540,285       310,202,260       17,930,767       2,714,091       2,367,236

AZL MetWest Total Return Bond Fund

      189,923,737       4,146,168       (2,196,891 )       54,310       2,418,960       194,346,284       19,053,557       2,968,243       520,427

AZL Mid Cap Index Fund, Class 2

      122,811,070       48,791,267       (86,122,577 )       17,964,613       (7,762,312 )       95,682,061       4,078,519       223,814       2,452,253

AZL MSCI Emerging Markets Equity Fund, Class 2

      90,560,225       47,013,457       (27,810,207 )       3,694,558       30,231,680       143,689,713       16,384,232       542,735       3,269,520

AZL Pyramis® Total Bond Fund, Class 2

      188,174,316       5,759,109       (2,256,767 )       65,697       3,350,356       195,092,711       19,070,646       4,642,790      

AZL Russell 1000 Growth Index Fund, Class 2

      286,156,605       25,665,889       (126,672,267 )       23,447,247       22,441,255       231,038,729       15,189,923       684,183       23,534,705

AZL Russell 1000 Value Index Fund, Class 2

      286,698,914       33,493,948       (93,453,236 )       14,430,706       (9,552,998 )       231,617,334       17,080,924       1,793,968       26,038,880

AZL Small Cap Stock Index Fund, Class 2

      52,063,304       23,960,687       (41,487,240 )       5,518,586       (3,503,717 )       36,551,620       2,456,426       60,680       842,406

PIMCO VIT Income Portfolio

      95,770,673       2,314,649       (7,556,845 )       284,340       4,749,377       95,562,194       8,897,783       2,314,648      

PIMCO VIT Low Duration Portfolio

      70,381,649       89,152,924       (4,232,293 )       (171,223 )       171,655       155,302,712       15,166,280       1,700,724      

PIMCO VIT Total Return Portfolio

      190,678,846       3,918,495       (5,697,267 )       (53,373 )       5,450,130       194,296,831       17,760,222       3,918,495      
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 2,245,778,807     $ 379,563,572     $ (587,431,826 )     $ 77,931,872     $ 139,264,956     $ 2,255,107,381       183,897,077     $ 25,448,448     $ 59,879,405
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $24,234 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 in total for both trusts.

 

10


AZL MVP Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2017

 

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 (the “Board” or “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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Affiliated Investment Companies

       $ 2,255,107,381        $        $        $ 2,255,107,381
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         2,255,107,381                            2,255,107,381
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         827,123                            827,123
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 2,255,934,504        $        $        $ 2,255,934,504
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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 Dynamic Moderate Fund

       $ 379,563,572        $ 587,431,826

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $2,025,371,361. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 232,548,362

Unrealized (depreciation)

    (2,812,342
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 229,736,020  
 

 

 

 

 

11


AZL MVP Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2017

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Moderate Fund

       $ 36,719,006        $ 185,608,214        $ 222,327,220

 

(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, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Moderate Fund

       $ 50,970,662        $ 148,289,923        $ 199,260,585

 

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

At December 31, 2017, 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 Dynamic Moderate Fund

       $ 47,347,648        $ 120,489,010        $        $ 229,736,020        $ 397,572,678

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership of 90% of the Fund. As of December 31, 2017, the Fund had a controlling interest (in excess of 50%) in the AZL MetWest Total Return Bond Fund, which is affiliated with the Investment Adviser.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AZL MVP Fusion Dynamic Moderate Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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 whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with the investees, brokers, and transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 25.77% 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, 2017, the Fund declared net long-term capital gain distributions of $185,608,214.

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18


AZL® MVP Growth Index Strategy Fund

Annual Report

December 31, 2017

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 13

Other Federal Income Tax Information

Page 14

Other Information

Page 15

Approval of Investment Advisory Agreement

Page 16

Information about the Board of Trustees and Officers

Page 18

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


AZL® MVP Growth Index Strategy Fund Review (Unaudited)

 

Allianz Investment Management LLC

serves as the Manager for the AZL®

MVP Growth Index Strategy Fund.

What factors affected the Fund’s performance for the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL® MVP Growth Index Strategy Fund (the “Fund”) returned 15.96%. That compared to a 21.83%, 3.54% and a 17.06% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Growth Composite Index1, respectively.

The 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 Bloomberg Barclays Capital U.S. Aggregate Bond Index. Generally, the Fund allocates 65% to 85% of its assets to the underlying equity index funds and between 15% and 35% to the underlying bond index fund.*

The Fund also employs the MVP (Managed Volatility Portfolio) risk management process, which is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.

Global economic expansion led major stock indexes to new all-time highs during the 12-month period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low-volatility environment. Mid- and small-cap stocks also performed well during the period: The S&P MidCap 400 Index2 generated a 16.24% return and the SmallCap 600 Index3 returned 13.23%. Growth stocks were also heavily favored during the year and significantly outperformed value stocks.

International developed markets, as measured by the MSCI EAFE Index4, fared even better than U.S. equities, posting a 25.62% return for the year. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index5, posted a return of 37.75%. The strong return ended years of underperformance versus domestic and international developed markets.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risk in their quest for more attractive yields. Credit spreads on corporate bonds ended the year tighter than when the year began, with high-yield bond spreads tightening markedly. Meanwhile, the yield curve flattened sharply, as three rate hikes by the Federal Reserve sent short-term yields higher, while investor demand for attractive yield pushed long-term yields lower.

The Fund, which invests in both U.S. and international markets, underperformed its composite benchmark in 2017. The underperformance was primarily driven by the Fund’s strategic, above-benchmark allocation to U.S. mid- and small-cap equities as U.S. large-cap companies

outperformed during the period. By comparison, an overweight allocation to international equities contributed to the Fund’s returns relative to its benchmark, as international stocks outperformed their U.S. counterparts.*

Within the Fund’s fixed income holdings, an underweight allocation to corporate bonds weighed on relative results, as those outperformed during the period. An overweight allocation to 30-year bonds added to relative performance, however.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP maintained a neutral equity allocation for the year relative to its target.*

 

 

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, 2017.
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  The MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.

 

  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 Index Strategy 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.

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, 2017

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Growth Index Strategy Fund

     15.96     7.10     9.59     9.86

S&P 500 Index

     21.83     11.41     15.79     15.36

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     2.47

Growth Composite Index

     17.06     9.13     12.32     12.12

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 May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP Growth Index Strategy Fund

    $ 1,000.00     $ 1,077.70     $ 0.52       0.10 %

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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP Growth Index Strategy Fund

    $ 1,000.00     $ 1,024.70     $ 0.51       0.10 %

 

* 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

      52.5

Fixed Income

      23.5

International Equities

      19.0
   

 

 

 

Total Investment Securities

      95.0

Net other assets (liabilities)

      5.0
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Growth Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (95.0%):  
  56,943,573      AZL Enhanced Bond Index Fund    $ 620,115,513  
  28,919,362      AZL International Index Fund, Class 2      500,304,956  
  12,491,183      AZL Mid Cap Index Fund, Class 2      293,043,151  
  58,515,822      AZL S&P 500 Index Fund, Class 2      943,860,209  
  9,809,725      AZL Small Cap Stock Index Fund, Class 2      145,968,711  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $2,152,991,434)

     2,503,292,540  
     

 

 

 
 

Total Investment Securities (Cost $2,152,991,434)(a) — 95.0%

     2,503,292,540  
 

Net other assets (liabilities) — 5.0%

     131,262,443  
     

 

 

 
 

Net Assets — 100.0%

   $ 2,634,554,983  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

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

Futures Contracts

Cash of $131,413,610 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

Description    Expiration
Date
    

Number of

Contracts

     Notional
Amount
     Unrealized
Appreciation/
(Depreciation)
 

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

     3/19/18        733      $ 98,075,400      $ 1,609,759  

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

     3/21/18        265        32,872,422        (175,084
           

 

 

 
            $ 1,434,675  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Growth Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investments in affiliates, at cost

    $ 2,152,991,434
   

 

 

 

Investments in affiliates, at value

    $ 2,503,292,540

Segregated cash for collateral

      131,413,610

Interest and dividends receivable

      121,249

Receivable for capital shares issued

      111,119

Receivable for affiliated investments sold

      794,465

Receivable for variation margin on futures contracts

      1,322

Prepaid expenses

      14,955
   

 

 

 

Total Assets

      2,635,749,260
   

 

 

 

Liabilities:

   

Cash overdraft

      794,465

Payable for capital shares redeemed

      94,650

Manager fees payable

      223,066

Administration fees payable

      4,859

Administrative and compliance services fees payable

      5,907

Transfer agent fees payable

      893

Trustee fees payable

      3,806

Other accrued liabilities

      66,631
   

 

 

 

Total Liabilities

      1,194,277
   

 

 

 

Net Assets

    $ 2,634,554,983
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 2,203,571,274

Accumulated net investment income/(loss)

      21,745,154

Accumulated net realized gains/(losses) from investment transactions

      57,502,774

Net unrealized appreciation/(depreciation) on investments

      351,735,781
   

 

 

 

Net Assets

    $ 2,634,554,983
   

 

 

 

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

      169,292,686

Net Asset Value (offering and redemption price per share)

    $ 15.56
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

   

Dividends from affiliates

    $ 19,609,174

Interest

      1,067,885

Other income

      4,436
   

 

 

 

Total Investment Income

      20,681,495
   

 

 

 

Expenses:

   

Manager fees

      2,426,953

Administration fees

      50,886

Administrative and compliance services fees

      23,818

Transfer agent fees

      5,351

Trustee fees

      83,842

Professional fees

      88,669

Shareholder reports

      41,959

Other expenses

      26,187
   

 

 

 

Total expenses

      2,747,665
   

 

 

 

Net Investment Income/(Loss)

      17,933,830
   

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

   

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

      (178,270 )

Net realized gains distributions from affiliated underlying funds

      66,922,015

Net realized gains/(losses) on futures contracts

      15,838,684

Change in net unrealized appreciation/depreciation on affiliated transactions

      256,820,952

Change in net unrealized appreciation/depreciation on futures contracts

      1,430,371
   

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

      340,833,752
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 358,767,582
   

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP Growth Index Strategy Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 17,933,830     $ 24,756,764

Net realized gains/(losses) on investment transactions

      82,582,429       70,835,093

Change in unrealized appreciation/depreciation on investments

      258,251,323       24,123,149
   

 

 

     

 

 

 

Change in net assets resulting from operations

      358,767,582       119,715,006
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (28,019,405 )       (31,942,925 )

From net realized gains

      (88,021,945 )       (8,888,678 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (116,041,350 )       (40,831,603 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      137,649,163       151,231,938

Proceeds from shares issued in merger

            642,975,499

Proceeds from dividends reinvested

      116,041,350       40,831,603

Value of shares redeemed

      (105,234,549 )       (63,010,102 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      148,455,964       772,028,938
   

 

 

     

 

 

 

Change in net assets

      391,182,196       850,912,341

Net Assets:

       

Beginning of period

      2,243,372,787       1,392,460,446
   

 

 

     

 

 

 

End of period

    $ 2,634,554,983     $ 2,243,372,787
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 21,745,154     $ 28,019,266
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      9,175,322       11,127,802

Shares issued in merger

            47,001,133

Dividends reinvested

      7,824,771       3,000,118

Shares redeemed

      (7,008,917 )       (4,601,086 )
   

 

 

     

 

 

 

Change in shares

      9,991,176       56,527,967
   

 

 

     

 

 

 

 

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,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 14.08     $ 13.55     $ 13.90     $ 13.23     $ 10.95
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.11       0.14       0.25       0.10       0.10

Net Realized and Unrealized Gains/(Losses) on Investments

      2.10       0.77       (0.36 )       0.75       2.18
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      2.21       0.91       (0.11 )       0.85       2.28
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.18 )       (0.30 )       (0.12 )       (0.10 )      

Net Realized Gains

      (0.55 )       (0.08 )       (0.12 )       (0.08 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.73 )       (0.38 )       (0.24 )       (0.18 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 15.56     $ 14.08     $ 13.55     $ 13.90     $ 13.23
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      15.96 %       6.80 %       (0.80 )%       6.47 %       20.85 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 2,634,555     $ 2,243,373     $ 1,392,460     $ 1,118,257     $ 768,606

Net Investment Income/(Loss)

      0.74 %       1.55 %       2.17 %       1.05 %       1.25 %

Expenses Before Reductions*(c)

      0.11 %       0.12 %       0.12 %       0.12 %       0.13 %

Expenses Net of Reductions*

      0.11 %       0.12 %       0.12 %       0.12 %       0.13 %

Portfolio Turnover Rate

      4 %       4 %(d)       1 %       1 %       (e)

 

* 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) Cost of purchases and proceeds from sales of portfolio securities incurred to realign the Fund’s portfolio after the fund merger are excluded from the portfolio turnover rate. If such amounts had not been excluded, the portfolio turnover rate would have been 4%.

 

(e) 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, 2017

 

1. Organization

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

The Fund is a “fund of funds,” which means that the Fund invests 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 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.

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., reclassification of distributions, miscellaneous adjustments on return of capital, and other permanent adjustments), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) 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, 2017

 

Futures Contracts

During the year ended December 31, 2017, 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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $122.1 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 1,609,759     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               175,084  

 

* 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, 2017:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized
   Realized Gains/(Losses)
on Derivatives Recognized
     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts   Net Realized gains/(losses) on futures contracts/Change in net
unrealized appreciation/depreciation on futures contracts
   $ 15,598,443      $ 1,436,203  

Interest Rate Risk

       
Interest Rate Contracts        240,241        (5,832

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid 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, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, there were no voluntary waivers.

 

9


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

     Fair Value
12/31/16
  Purchases
at Cost
  Proceeds from
Sales
  Net
Realized
Gains/(Losses)
  Net Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/17
 

Shares as of

12/31/2017

  Dividend
Income
  Net realized
gains
distributions
from affiliated
underlying
funds

AZL Enhanced Bond Index Fund

    $ 518,310,753     $ 92,454,043     $ (1,795,901 )     $ (64,162 )     $ 11,210,780     $ 620,115,513       56,943,573     $ 5,350,819     $ 64

AZL International Index Fund, Class 2

      412,415,467       19,056,036       (23,980,743 )       (795,387 )       93,609,583       500,304,956       28,919,362       4,141,708       3,612,407

AZL Mid Cap Index Fund, Class 2

      254,988,987       18,806,079       (5,667,733 )       (531,340 )       25,447,158       293,043,151       12,491,183       1,272,889       13,946,624

AZL S&P 500 Index Fund, Class 2

      814,319,154       57,014,632       (48,610,266 )       1,614,269       119,522,420       943,860,209       58,515,822       8,170,612       40,017,866

AZL Small Cap Stock Index Fund, Class 2

      132,754,720       11,287,029       (4,702,399 )       (401,650 )       7,031,011       145,968,711       9,809,725       673,146       9,345,054
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 2,132,789,081     $ 198,617,819     $ (84,757,042 )     $ (178,270 )     $ 256,820,952     $ 2,503,292,540       166,679,665     $ 19,609,174     $ 66,922,015
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $24,677 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 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 (the “Board” or “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.

 

10


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

For the year ended December 31, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total

Affiliated Investment Companies

       $ 2,503,292,540        $        $        $ 2,503,292,540
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         2,503,292,540                            2,503,292,540
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         1,434,675                            1,434,675
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 2,504,727,215        $        $        $ 2,504,727,215
      

 

 

        

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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

       $ 198,617,819        $ 84,757,042

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $2,158,306,838. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 348,137,289

Unrealized (depreciation)

    (3,151,587
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 344,985,702  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Growth Index Strategy Fund

       $ 28,362,008        $ 87,679,342        $ 116,041,350

 

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

 

11


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

The tax character of dividends paid to shareholders during the year ended December 31, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Growth Index Strategy Fund

       $ 31,942,925        $ 8,888,678        $ 40,831,603

 

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

At December 31, 2017, 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

       $ 28,652,840        $ 73,631,546        $        $ 344,985,702        $ 447,270,088

 

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

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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 90% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

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, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with brokers and transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 41.00% 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, 2017, the Fund declared net short-term capital gain distributions of $342,468.

During the year ended December 31, 2017, the Fund declared net long-term capital gain distributions of $87,679,342.

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18


AZL® MVP Moderate Index Strategy Fund

Annual Report

December 31, 2017

 

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 Moderate Index Strategy Fund Review (Unaudited)

 

Allianz Investment Management LLC

serves as the Manager for the AZL®

MVP Moderate Index Strategy Fund.

What factors affected the Fund’s performance for the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL® MVP Moderate Index Strategy Fund (the “Fund”) returned 13.21%. That compared to a 21.83%, 3.54% and a 14.26% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

The Fund is designed to provide a diversified portfolio consisting of index funds in equity and fixed income asset classes, combined with the MVP (Managed Volatility Portfolio) risk management process 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.

Global economic expansion supported equities during 2017 and led major stock indexes to all-time highs. U.S. large-cap equities, as measured by the S&P 500 Index, gained amid solid jobs growth, low unemployment, increased business investment, strong consumer confidence, and a low volatility environment. Mid- and small-cap stocks also performed well during the period, but could not keep pace with large-cap stocks. Growth stocks were heavily favored by investors during the year and significantly outperformed value stocks.

International developed markets outperformed U.S. domestic markets, returning 25.62% as measured by the MSCI EAFE Index2 for the period. Emerging markets equities, as measured by the MSCI Emerging Markets Equity Index3, posted impressive returns of 37.75%, ending years of underperformance relative to domestic and international developed markets.

The U.S. bond market was generally positive, and the market rewarded investors who took on interest rate and spread risk. Although spread movement was variable, spreads tightened over the year, particularly in the high-yield space. Meanwhile, the yield curve flattened sharply, as three rate hikes by the U.S. Federal Reserve sent short-term yields higher while investor demand for yield pushed long-term yields lower.

The Fund underperformed its blended benchmark for the 12-month period under review. This underperformance was due largely to an overweight allocation to mid- and small-cap stocks, which lagged large-cap equities during the period. The Fund’s allocation to international equities boosted relative results as they outperformed their U.S. counterparts. An overweight allocation to 30-year bonds boosted relative performance of the underlying fixed-income portfolio. However, that benefit was offset by an underweight allocation to corporate bonds, which detracted from relative performance and caused the Fund to modestly lag its fixed-income benchmark for the period.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP maintained a neutral equity allocation for the year relative to its target.*

 

 

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, 2017.
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 MSCI Emerging Markets Index (“MSCI EM”) is a free float-adjusted market capitalization index that is designed to measure equity performance of emerging markets.

 

  Investors cannot invest directly in an index.
 

 

1


AZL® MVP Moderate 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 Index Strategy 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.

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, 2017

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Moderate Index Strategy Fund

     13.21     4.93     9.19     9.17

S&P 500 Index

     21.83     11.41     15.79     15.36

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     2.47

Balanced Composite Index

     14.26     7.76     10.25     10.18

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 Moderate Index Strategy Fund

     0.71

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 Bloomberg 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 Bloomberg 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%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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 Moderate Index Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Moderate 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 -  12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP Moderate Index Strategy Fund

    $ 1,000.00     $ 1,063.60     $ 0.62       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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 -  12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 -  12/31/17

AZL MVP Moderate 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

      42.5

Fixed Income

      37.3

International Equities

      15.2
   

 

 

 

Total Investment Securities

      95.0

Net other assets (liabilities)

      5.0
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Moderate Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (95.0%):  
  18,911,829      AZL Enhanced Bond Index Fund    $ 205,949,814  
  4,861,439      AZL International Index Fund, Class 2      84,102,886  
  2,156,849      AZL Mid Cap Index Fund, Class 2      50,599,678  
  9,792,028      AZL S&P 500 Index Fund, Class 2      157,945,419  
  1,733,963      AZL Small Cap Stock Index Fund, Class 2      25,801,367  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $469,108,280)

     524,399,164  
     

 

 

 
 

Total Investment Securities (Cost $469,108,280)(a) — 95.0%

     524,399,164  
 

Net other assets (liabilities) — 5.0%

     27,468,475  
     

 

 

 
 

Net Assets — 100.0%

   $ 551,867,639  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2017.

 

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

Futures Contracts

Cash of $27,551,389 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

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

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

     3/19/18        122      $ 16,323,600      $ 268,852  

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

     3/21/18        89        11,040,172        (59,643
           

 

 

 
            $ 209,209  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Moderate Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investments in affiliates, at cost

    $ 469,108,280
   

 

 

 

Investments in affiliates, at value

    $ 524,399,164

Segregated cash for collateral

      27,551,389

Interest and dividends receivable

      25,412

Receivable for capital shares issued

      3,655

Receivable for investments sold

      142,277

Receivable for variation margin on futures contracts

      661

Prepaid expenses

      3,198
   

 

 

 

Total Assets

      552,125,756
   

 

 

 

Liabilities:

   

Cash overdraft

      142,277

Payable for capital shares redeemed

      45,529

Manager fees payable

      46,834

Administration fees payable

      3,706

Custodian fees payable

      212

Administrative and compliance services fees payable

      1,293

Transfer agent fees payable

      711

Trustee fees payable

      833

Other accrued liabilities

      16,722
   

 

 

 

Total Liabilities

      258,117
   

 

 

 

Net Assets

    $ 551,867,639
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 473,064,778

Accumulated net investment income/(loss)

      4,602,884

Accumulated net realized gains/(losses) from investment transactions

      18,699,884

Net unrealized appreciation/(depreciation) on investments

      55,500,093
   

 

 

 

Net Assets

    $ 551,867,639
   

 

 

 

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

      37,587,622

Net Asset Value (offering and redemption price per share)

    $ 14.68
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

    

Dividends from affiliates

     $ 4,355,913

Interest

       237,138

Dividends

       231

Other income

       1,067
    

 

 

 

Total Investment Income

       4,594,349
    

 

 

 

Expenses:

    

Manager fees

       534,488

Administration fees

       50,060

Custodian fees

       1,891

Administrative and compliance services fees

       6,447

Transfer agent fees

       4,992

Trustee fees

       22,918

Professional fees

       23,592

Shareholder reports

       15,609

Other expenses

       7,090
    

 

 

 

Total expenses

       667,087
    

 

 

 

Net Investment Income/(Loss)

       3,927,262
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       4,703,592

Net realized gains distributions from affiliated underlying funds

       11,790,250

Net realized gains/(losses) on futures contracts

       2,850,437

Change in net unrealized appreciation/depreciation on affiliated transactions

       43,088,326

Change in net unrealized appreciation/depreciation on futures contracts

       240,496
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       62,673,101
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 66,600,363
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP Moderate Index Strategy Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 3,927,262     $ 8,896,990

Net realized gains/(losses) on investment transactions

      19,344,279       12,438,093

Change in unrealized appreciation/depreciation on investments

      43,328,822       6,603,332
   

 

 

     

 

 

 

Change in net assets resulting from operations

      66,600,363       27,938,415
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (8,896,990 )       (11,530,345 )

From net realized gains

      (12,388,171 )       (15,559,033 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (21,285,161 )       (27,089,378 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      12,154,646       26,814,181

Proceeds from dividends reinvested

      21,285,161       27,089,378

Value of shares redeemed

      (46,999,547 )       (55,484,626 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (13,559,740 )       (1,581,067 )
   

 

 

     

 

 

 

Change in net assets

      31,755,462       (732,030 )

Net Assets:

       

Beginning of period

      520,112,177       520,844,207
   

 

 

     

 

 

 

End of period

    $ 551,867,639     $ 520,112,177
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 4,602,884     $ 8,896,980
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      848,360       2,047,099

Dividends reinvested

      1,506,381       2,071,053

Shares redeemed

      (3,305,040 )       (4,178,626 )
   

 

 

     

 

 

 

Change in shares

      (950,299 )       (60,474 )
   

 

 

     

 

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Moderate Index Strategy Fund

Financial Highlights

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

 

    Year Ended December 31,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 13.50     $ 13.49     $ 14.37     $ 13.34     $ 10.77
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.12       0.23       0.25       0.06       0.07

Net Realized and Unrealized Gains/(Losses) on Investments

      1.64       0.48       (0.71 )       1.06       2.50
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.76       0.71       (0.46 )       1.12       2.57
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.24 )       (0.30 )       (0.07 )       (0.05 )      

Net Realized Gains

      (0.34 )       (0.40 )       (0.35 )       (0.04 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.58 )       (0.70 )       (0.42 )       (0.09 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 14.68     $ 13.50     $ 13.49     $ 14.37     $ 13.34
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      13.21 %       5.43 %       (3.21 )%       8.42 %       23.88 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 551,868     $ 520,112     $ 520,844     $ 467,457     $ 298,836

Net Investment Income/(Loss)

      0.73 %       1.71 %       1.97 %       0.65 %       0.89 %

Expenses Before Reductions*(c)

      0.12 %       0.13 %       0.13 %       0.14 %       0.16 %

Expenses Net of Reductions*

      0.12 %       0.13 %       0.13 %       0.14 %       0.15 %

Portfolio Turnover Rate

      5 %       108 %(d)       2 %       1 %       (e)

 

* 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) Effective October 14, 2016, 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, 2016 as compared to prior years.

 

(e) Represents less than 0.5%.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Moderate Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

1. Organization

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

The Fund is a “fund of funds,” which means that the Fund invests 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 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.

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., differing treatment on certain investments) 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, 2017, 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

 

8


AZL MVP Moderate Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $26.7 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 268,852     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               59,643  

 

* 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, 2017:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized
   Realized Gains/(Losses)
on Derivatives Recognized
     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts  

Net Realized gains/(losses) on futures contracts/Change in net unrealized appreciation/depreciation on futures contracts

   $ 2,765,341      $ 236,752  

Interest Rate Risk

       
Interest Rate Contracts        85,096        3,744  

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Moderate Index Strategy 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, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, there were no voluntary waivers.

 

9


AZL MVP Moderate Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

     Fair Value
12/31/16
  Purchases
at Cost
  Proceeds from
Sales
  Net
Realized
Gains/(Losses)
  Net Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/17
  Shares as of
12/31/2017
 

Dividend

Income

  Net realized
gains
distributions
from affiliated
underlying
funds

AZL Enhanced Bond Index Fund

    $ 193,101,645     $ 9,555,589     $ (707,006 )     $ 2,511     $ 3,997,075     $ 205,949,814       18,911,829     $ 1,868,402     $

AZL International Index Fund, Class 2

      79,204,077       1,337,680       (13,078,827 )       1,310,968       15,328,988       84,102,886       4,861,439       714,496       623,185

AZL Mid Cap Index Fund, Class 2

      48,078,403       2,901,315       (4,900,984 )       595,304       3,925,640       50,599,678       2,156,849       229,754       2,517,334

AZL S&P 500 Index Fund, Class 2

      149,086,758       8,793,047       (21,355,102 )       2,527,490       18,893,226       157,945,419       9,792,028       1,421,816       6,963,743

AZL Small Cap Stock Index Fund, Class 2

      24,769,929       1,807,434       (1,986,712 )       267,319       943,397       25,801,367       1,733,963       121,445       1,685,988
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 494,240,812     $ 24,395,065     $ (42,028,631 )     $ 4,703,592     $ 43,088,326     $ 524,399,164       37,456,108     $ 4,355,913     $ 11,790,250
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $5,482 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 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 (the “Board” or “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.

 

10


AZL MVP Moderate Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

For the year ended December 31, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Affiliated Investment Companies

       $ 524,399,164        $        $        $ 524,399,164
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         524,399,164                            524,399,164
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         209,209                            209,209
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 524,608,373        $        $        $ 524,608,373
      

 

 

        

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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 Moderate Index Strategy Fund

       $ 24,395,065        $ 42,028,631

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $469,108,280. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 55,607,338  

Unrealized (depreciation)

    (316,454
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 55,290,884  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Moderate Index Strategy Fund

       $ 8,896,990        $ 12,388,171        $ 21,285,161

 

(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 Moderate Index Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

The tax character of dividends paid to shareholders during the year ended December 31, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Moderate Index Strategy Fund

       $ 11,530,345        $ 15,559,033        $ 27,089,378

 

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

At December 31, 2017, 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 Moderate Index Strategy Fund

       $ 9,436,216        $ 14,075,761        $        $ 55,290,884        $ 78,802,861

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 85% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AZL MVP Moderate 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, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with brokers and transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 59.12% 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, 2017, the Fund declared net long-term capital gain distributions of $12,388,171.

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18


AZL® MVP Pyramis® Multi-Strategy Fund

Annual Report

December 31, 2017

 

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 Pyramis® Multi-Strategy Fund Review (Unaudited)

 

Allianz Investment Management LLC

serves as the Manager for the AZL®

MVP Pyramis® Multi-Strategy Fund.

What factors affected the Fund’s performance for year ended December 31, 2017?

For the year ended December 31, 2017, the AZL® MVP Pyramis® Multi-Strategy Fund (the “Fund”) returned 10.93%. That compared to a 21.83%, 3.54% and a 10.61% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

The Fund currently invests in one underlying fund, the AZL® Pyramis® Multi-Strategy Fund. Approximately 60% of the underlying fund’s assets are managed by its subadviser, FIAM LLC, investing primarily in investment-grade fixed-income securities, and approximately 40% of the underlying fund’s assets are managed by its sub-subadviser, Geode Capital Management, LLC, investing in primarily in large-cap common stocks. 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.*

Global economic expansion led major stock indexes to new all-time highs during the 12-month period under review. The S&P 500 Index gained 21.83% during the period, supported by a positive economic environment marked by solid jobs growth, low unemployment, increased business investment, strong consumer confidence and a low-volatility environment. Mid- and small-cap stocks also performed well during the period: The S&P MidCap 400 Index2 generated a 16.24% return and the SmallCap 600 Index3 returned 13.23%. Growth stocks were also heavily favored during the year and significantly outperformed value stocks.

The U.S. bond market was generally positive, as the market rewarded investors who took on interest rate and spread risk. The Bloomberg Barclays U.S. Aggregate Bond Index gained 3.54%. Bond investors generally tolerated risk in their quest for more attractive yields. Credit spreads on corporate bonds ended the year tighter than when the year began, with high-yield bond spreads tightening markedly. Meanwhile, the yield curve flattened sharply, as three rate hikes by the Federal Reserve sent short-term yields higher, while investor demand for attractive yield pushed long-term yields lower.

The Fund outperformed its composite benchmark during the period under review, due mostly to strong performance within the fixed income component.

Strategic allocation decisions added to the Fund’s relative performance, including an overweight position in information technology and an underweight position in energy. Stock selection within the industrials and energy sectors also added to relative results, even as security selection, overall, detracted from relative performance within the equity component.*

Stock selection in the information technology and consumer discretionary sectors weighed on relative results. The Fund’s value-oriented investment style also acted as a headwind for relative performance during most of 2017, as value stocks generally underperformed their growth counterparts.*

The Fund’s fixed income component performed well in 2017 relative to its benchmark, benefiting from strong security selection as well as sector selection. An overweight position in high-yield and investment-grade corporate bonds helped boost relative performance as those assets outperformed as spreads tightened. The Fund’s overweight positions in emerging markets bonds and taxable municipal bonds also contributed to performance. The Fund’s underweight position in investment grade industrial bonds detracted from the Fund’s performance relative to its benchmark.*

The Fund held futures to equitize its cash positions during the period. The exposure to this form of derivatives did not materially impact the Fund’s performance.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP maintained a neutral equity allocation for the year relative to its target. The MVP process detracted slightly due to mismatches between the hedging instruments used and the target equity and fixed income exposure.*

 

 

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, 2017.
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.
 

 

1


AZL® MVP Pyramis® Multi-Strategy Fund Review (Unaudited)

 

Fund Objective

The Fund’s investment objective is to seek a high level of current income while maintaining prospects for 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 primarily in shares of another mutual fund managed by the manager, the AZL® Pyramis® Multi-Strategy 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.

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

Mortgage-backed investments involve risk of loss due to prepayments and, like any bond, due to default. Because of the sensitivity of mortgage-related securities to changes in interest rates, the Fund’s performance may be more volatile than if it did not hold these securities.

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.

Debt securities held by the Fund may decline in value due to rising interest rates. Interest rates in the U.S. are at, or near, historic lows, which may increase the Fund’s exposure to risks related to rising rates.

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, 2017

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(4/30/12)
 

AZL® MVP Pyramis® Multi-Strategy Fund

     10.93     1.60     4.80     5.44

S&P 500 Index

     21.83     11.41     15.79     14.53

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.10     2.34

Balanced Composite Index

     10.61     5.92     7.51     7.18

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 Pyramis Multi-Strategy Fund

     0.81

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 Bloomberg 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 Bloomberg 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 (40%) S&P 500 and (60%) Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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 Pyramis® Multi-Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Pyramis® 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP Pyramis® Multi-Strategy Fund

    $ 1,000.00     $ 1,061.10     $ 0.68       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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP Pyramis® Multi-Strategy Fund

    $ 1,000.00     $ 1,024.55     $ 0.66       0.13 %

 

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

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Balanced

      94.9
   

 

 

 

Total Investment Securities

      94.9

Net other assets (liabilities)

      5.1
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Pyramis® Multi-Strategy Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Company (94.9%):  
  19,539,935      AZL Pyramis® Multi-Strategy Fund    $ 260,858,132  
     

 

 

 
 

Total Affiliated Investment Company (Cost $248,304,827)

     260,858,132  
     

 

 

 
 

Total Investment Securities (Cost $248,304,827)(a) — 94.9%

     260,858,132  
 

Net other assets (liabilities) — 5.1%

     13,984,919  
     

 

 

 
 

Net Assets — 100.0%

   $ 274,843,051  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2017.

 

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

Futures Contracts

Cash of $13,738,482 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

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

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

     3/19/18        40      $ 5,352,000      $ 88,148  

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

     3/21/18        66        8,187,094        (44,927
           

 

 

 
            $ 43,221  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Pyramis® Multi-Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investments in affiliates, at cost

    $ 248,304,827
   

 

 

 

Investments in affiliates, at value

    $ 260,858,132

Segregated cash for collateral

      13,738,482

Interest and dividends receivable

      12,656

Receivable for capital shares issued

      287,213

Receivable for investments sold

      60,967

Prepaid expenses

      1,561
   

 

 

 

Total Assets

      274,959,011
   

 

 

 

Liabilities:

   

Cash overdraft

      60,967

Payable for capital shares redeemed

      16,895

Manager fees payable

      23,338

Administration fees payable

      3,566

Custodian fees payable

      421

Administrative and compliance services fees payable

      651

Transfer agent fees payable

      690

Trustee fees payable

      420

Other accrued liabilities

      9,012
   

 

 

 

Total Liabilities

      115,960
   

 

 

 

Net Assets

    $ 274,843,051
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 273,221,278

Accumulated net investment income/(loss)

      8,614,083

Accumulated net realized gains/(losses) from investment transactions

      (19,588,836 )

Net unrealized appreciation/(depreciation) on investments

      12,596,526
   

 

 

 

Net Assets

    $ 274,843,051
   

 

 

 

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

      23,271,449

Net Asset Value (offering and redemption price per share)

    $ 11.81
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

   

Interest

    $ 125,026

Dividends

      51

Other income

      564
   

 

 

 

Total Investment Income

      125,641
   

 

 

 

Expenses:

   

Manager fees

      280,678

Administration fees

      48,479

Custodian fees

      2,362

Administrative and compliance services fees

      3,389

Transfer agent fees

      4,789

Trustee fees

      12,138

Professional fees

      12,100

Shareholder reports

      9,074

Other expenses

      3,496
   

 

 

 

Total expenses

      376,505
   

 

 

 

Net Investment Income/(Loss)

      (250,864 )
   

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

   

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

      (3,211,802 )

Net realized gains distributions from affiliated underlying funds

      8,864,966

Net realized gains/(losses) on futures contracts

      1,037,481

Change in net unrealized appreciation/depreciation on affiliated transactions

      22,484,796

Change in net unrealized appreciation/depreciation on futures contracts

      83,890
   

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

      29,259,331
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 29,008,467
   

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP Pyramis® Multi-Strategy Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ (250,864 )     $ 3,716,490

Net realized gains/(losses) on investment transactions

      6,690,645       (16,768,984 )

Change in unrealized appreciation/depreciation on investments

      22,568,686       15,404,491
   

 

 

     

 

 

 

Change in net assets resulting from operations

      29,008,467       2,351,997
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (3,716,488 )       (11,849,955 )

From net realized gains

            (4,637,599 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (3,716,488 )       (16,487,554 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      2,016,003       11,951,865

Proceeds from dividends reinvested

      3,716,488       16,487,554

Value of shares redeemed

      (43,337,091 )       (34,816,037 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (37,604,600 )       (6,376,618 )
   

 

 

     

 

 

 

Change in net assets

      (12,312,621 )       (20,512,175 )

Net Assets:

       

Beginning of period

      287,155,672       307,667,847
   

 

 

     

 

 

 

End of period

    $ 274,843,051     $ 287,155,672
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 8,614,083     $ 3,716,470
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      175,168       1,091,028

Dividends reinvested

      325,722       1,551,040

Shares redeemed

      (3,831,782 )       (3,194,431 )
   

 

 

     

 

 

 

Change in shares

      (3,330,892 )       (552,363 )
   

 

 

     

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Pyramis® Multi-Strategy Fund

Financial Highlights

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

 

    Year Ended December 31,
     2017   2016   2015   2014   2013

Net Asset Value, Beginning of Period

    $ 10.79     $ 11.33     $ 12.49     $ 12.39     $ 10.52
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      (a)       0.15       0.43       0.12       0.12

Net Realized and Unrealized Gains/(Losses) on Investments

      1.17       (0.07 )       (1.20 )       0.17       1.75
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.17       0.08       (0.77 )       0.29       1.87
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.15 )       (0.45 )       (0.18 )       (0.11 )      

Net Realized Gains

            (0.17 )       (0.21 )       (0.08 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.15 )       (0.62 )       (0.39 )       (0.19 )       (a)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 11.81     $ 10.79     $ 11.33     $ 12.49     $ 12.39
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      10.93 %       0.82 %       (6.21 )%       2.33 %       17.79 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 274,843     $ 287,156     $ 307,668     $ 297,191     $ 204,518

Net Investment Income/(Loss)

      (0.09 )%       1.25 %       3.85 %       1.42 %       1.75 %

Expenses Before Reductions*(c)

      0.13 %       0.13 %       0.15 %       0.15 %       0.17 %

Expenses Net of Reductions*

      0.13 %       0.13 %       0.15 %       0.15 %       0.15 %

Portfolio Turnover Rate

      4 %       4 %       4 %       4 %       9 %

 

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

 

(a) Represents less than $0.005.

 

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

 

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

 

See accompanying notes to the financial statements.

 

7


AZL MVP Pyramis Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

1. Organization

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

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales, CLCF not subject to expiration, and differing treatment on certain investments) 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, 2017, 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”)

 

8


AZL MVP Pyramis Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $13.9 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 88,148     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               44,927  

 

* 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, 2017:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized
   Realized Gains/(Losses)
on Derivatives Recognized
     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts   Net Realized gains/(losses) on futures contracts/Change in net unrealized appreciation/depreciation on futures contracts    $ 968,486      $ 76,839  

Interest Rate Risk

       
Interest Rate Contracts        68,995        7,051  

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Pyramis Multi-Strategy 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, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, there were no voluntary waivers.

 

9


AZL MVP Pyramis Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying fund in which the Fund invests. At December 31, 2017, this underlying fund is noted as Affiliated Investment Company in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about this Fund is available at www.allianzlife.com. The Manager or an affiliate of the Manager is paid a separate fee from the underlying fund for such services. A summary of the Fund’s investments in affiliated investment company for the year ended December 31, 2017 is as follows:

 

     Fair Value
12/31/16
 

Purchases

at Cost

  Proceeds from
Sales
  Net
Realized
Gains/(Losses)
 

Net Change in

Unrealized
Appreciation/
Depreciation

  Fair Value
12/31/17
  Shares as of
12/31/2017
 

Dividend

Income

  Net realized
gains
distributions
from affiliated
underlying
funds

AZL Pyramis Multi-Strategy Fund

    $ 272,986,136     $ 9,795,061     $ (41,196,059 )     $ (3,211,802 )     $ 22,484,796     $ 260,858,132       19,539,935     $     $  8,864,966
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 272,986,136     $ 9,795,061     $ (41,196,059 )     $ (3,211,802 )     $ 22,484,796     $ 260,858,132       19,539,935     $     $ 8,864,966
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $2,902 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 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 (the “Board” or “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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

 

10


AZL MVP Pyramis Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total

Affiliated Investment Company

       $ 260,858,132        $        $        $ 260,858,132
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         260,858,132                            260,858,132
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         43,221                            43,221
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 260,901,353        $        $        $ 260,901,353
      

 

 

        

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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 Pyramis Multi-Strategy Fund

       $ 9,795,061        $ 41,196,059

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $251,083,199. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 9,774,932

Unrealized (depreciation)

     
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 9,774,932  
 

 

 

 

As of the end of its tax year ended December 31, 2017, the Fund has capital loss carry forwards (“CLCFs”).

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 not subject to expiration:

 

        Short Term
Amount
     Long Term
Amount
     Total
Amount

AZL MVP Pyramis Multi-Strategy Fund

       $ 5,681,446        $ 11,085,796        $ 16,767,242

 

11


AZL MVP Pyramis Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2017

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL MVP Pyramis Multi-Strategy Fund

       $ 3,716,488        $        $ 3,716,488

 

(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, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL MVP Pyramis Multi-Strategy Fund

       $ 11,849,968        $ 4,637,586        $ 16,487,554

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

At December 31, 2017, 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 Pyramis Multi-Strategy Fund

       $ 8,614,083        $        $ (16,767,242 )        $ 9,774,932        $ 1,621,773

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 85% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AZL MVP Pyramis 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, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with brokers and the transfer agent of the underlying fund. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 69.03% 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 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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18

 


AZL® MVP T. Rowe Price Capital Appreciation Plus Fund

Annual Report

December 31, 2017

 

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 T. Rowe Price Capital Appreciation Plus Fund (unaudited)

 

Allianz Investment Management LLC

serves as the Manager for the AZL®

MVP T. Rowe Price Capital

Appreciation Plus Fund.

What factors affected the Fund’s performance during the year ended December 31, 2017?

For the year ended December 31, 2017, the AZL® MVP T. Rowe Price Capital Appreciation Plus Fund (the “Fund”) returned 14.21%. That compared to a 21.83%, 3.54% and a 14.26% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

The Fund is a fund of funds that invests primarily in a combination of three underlying mutual funds (the “Underlying Funds”), which are managed by the Manager. The Fund is designed to provide a diversified portfolio consisting of Underlying Funds in equity and fixed income asset classes, combined with the MVP (Managed Volatility Portfolio) risk management process 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.*

Lifted in part by favorable corporate earnings and economic growth, U.S. stocks posted excellent returns for the 12-month period under review. Throughout the year, U.S. equities were buoyed by hopes for the new administration’s promise of lower tax rates, reduced regulation and increased infrastructure spending. The Federal Reserve raised short-term interest rates three times in 2017, but the central bank’s moves were widely expected and did not disrupt equity markets.

In the closing weeks of the year, the administration signed tax legislation that reduced tax rates for corporations and closely held businesses, reduced marginal tax rates for individuals at most income levels, and changed the limits for various individual tax deductions. Most major U.S. stock indexes finished the year near record levels amid expectations that the new tax law would accelerate gross domestic product2 growth in 2018.

The Fund’s exposure to passive strategies through the AZL S&P 500 Index Fund and the AZL Enhanced Bond Index Fund dragged on absolute returns, as those portions underperformed the active equity and fixed income portions of the AZL T. Rowe Price Capital Appreciation Fund.*

The Fund’s equity holdings outperformed the S&P 500 Index for the period. Within equities, stock selection in the health care sector contributed to relative outperformance. An underweight position and stock selection in energy also benefited on a relative basis. By comparison, stock selection and a below-benchmark exposure to information technology stocks detracted, as that sector outperformed.

The portfolio’s fixed income holdings also posted a positive return during the one-year period, although AZL Enhanced Bond Index Fund underperformed the Fund’s active fixed income component.*

The Fund’s above-benchmark exposure to high-yield securities within its fixed income holdings added to relative performance. An underweight exposure to U.S. Treasuries also benefited, as the 10-year Treasury yield ended the year relatively unchanged.*

The Fund maintained exposure to covered call options—a type of derivative that provided downside protection for the portfolio while offering the benefits of owning a stock, such as dividends and capital appreciation, so long as the stock remains below the option strike price. The Fund’s exposure to equity options detracted from returns, as the Fund wrote call options on some stocks that increased significantly. The Fund held rights at various points during the period to buy stocks at a predetermined price in the future, generating minimal exposure.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. Given that the period was marked by low volatility, the MVP process maintained a neutral equity allocation for the year relative to its target. The MVP process detracted slightly from relative results due to mismatches between the hedging instruments used and the target equity and fixed income exposure.*

 

 

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, 2017.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  Gross Domestic Product (GDP) is the measure of the market value of the goods and services produced in a period of time.
 

 

1


AZL® MVP T. Rowe Price Capital Appreciation Plus 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 in a combination of Index Strategy 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.

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.

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.

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.

Debt securities held by the Fund may decline in value due to rising interest rates. Interest rates in the U.S. are at, or near, historic lows, which may increase the Fund’s exposure to risks related to rising rates.

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, 2017

 

     1
Year
    3
Year
    Since
Inception
(1/10/14)
 

AZL® MVP T. Rowe Price Capital Appreciation Plus Fund

     14.21     8.58     9.29

S&P 500 Index

     21.83     11.41     12.14

Bloomberg Barclays U.S. Aggregate Bond Index

     3.54     2.24     2.99

Balanced Composite Index

     14.26     7.76     8.48

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 Plus Fund

     0.87

The above expense ratio is based on the current Fund prospectus dated May 1, 2017. 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, 2019. Additional information pertaining to the December 31, 2017 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, as shown in the current prospectus, 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 expense 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 and Poor’s 500 Index (“S&P 500”), the Bloomberg 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 Bloomberg 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 Bloomberg Barclays U.S. Aggregate Bond Index. These indexes 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 Plus Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP T. Rowe Price Capital Appreciation 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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

    $ 1,000.00     $ 1,061.60     $ 0.57       0.11 %

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
7/1/17
  Ending
Account Value
12/31/17
  Expenses Paid
During Period
7/1/17 - 12/31/17*
  Annualized Expense
Ratio During Period
7/1/17 - 12/31/17

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

    $ 1,000.00     $ 1,024.65     $ 0.56       0.11 %

 

* 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

      77.0

Fixed Income

      18.0

Money Market

      NM
   

 

 

 

Total Investment Securities

      95.0

Net other assets (liabilities)

      5.0
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

NM 

Represents less than 0.05%

 

3


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Schedule of Portfolio Investments

December 31, 2017

 

Shares            Fair Value  
Affiliated Investment Companies (95.0%):  
  18,070,528      AZL Enhanced Bond Index Fund    $ 196,788,055  
  18,467,863      AZL S&P 500 Index Fund, Class 2      297,886,624  
  30,302,669      AZL T. Rowe Price Capital Appreciation Fund      546,357,130  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $933,916,360)

     1,041,031,809  
     

 

 

 
Unaffiliated Investment Company (0.0%):  
  57,682      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares , 1.11%(a)      57,682  
     

 

 

 
 

Total Unaffiliated Investment Company (Cost $57,682)

     57,682  
     

 

 

 
 

Total Investment Securities (Cost $933,974,042)(b) — 95.0%

     1,041,089,491  
 

Net other assets (liabilities) — 5.0%

     55,003,695  
     

 

 

 
 

Net Assets — 100.0%

   $ 1,096,093,186  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2017.

 

(a) The rate represents the effective yield at December 31, 2017.
(b) See Federal Tax Information listed in the Notes to the Financial Statements.

Futures Contracts

Cash of $54,765,387 has been segregated to cover margin requirements for the following open contracts as of December 31, 2017:

Long Futures

 

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

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

     3/19/18        244      $ 32,647,200      $ 537,705  

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

     3/21/18        176        21,832,250        (116,581
           

 

 

 
            $ 421,124  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

 

Statement of Assets and Liabilities

December 31, 2017

 

Assets:

   

Investment in non-affiliates, at cost

    $ 57,682

Investments in affiliates, at cost

      933,916,360
   

 

 

 

Total Investment securities, at cost

    $ 933,974,042
   

 

 

 

Investment in non-affiliates, at value

    $ 57,682

Investments in affiliates, at value

      1,041,031,809
   

 

 

 

Total Investment securities, at value

      1,041,089,491

Segregated cash for collateral

      54,765,387

Interest and dividends receivable

      50,563

Receivable for capital shares issued

      368,681

Prepaid expenses

      6,354
   

 

 

 

Total Assets

      1,096,280,476
   

 

 

 

Liabilities:

   

Payable for investments purchased

      57,682

Manager fees payable

      92,897

Administration fees payable

      3,949

Administrative and compliance services fees payable

      2,479

Transfer agent fees payable

      747

Trustee fees payable

      1,597

Other accrued liabilities

      27,939
   

 

 

 

Total Liabilities

      187,290
   

 

 

 

Net Assets

    $ 1,096,093,186
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 940,932,224

Accumulated net investment income/(loss)

      10,982,539

Accumulated net realized gains/(losses) from investment transactions

      36,641,850

Net unrealized appreciation/(depreciation) on investments

      107,536,573
   

 

 

 

Net Assets

    $ 1,096,093,186
   

 

 

 

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

      86,222,376

Net Asset Value (offering and redemption price per share)

    $ 12.71
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment Income:

   

Dividends from affiliates

    $ 11,129,173

Interest

      445,148

Dividends

      2,568

Other income

      2,005
   

 

 

 

Total Investment Income

      11,578,894
   

 

 

 

Expenses:

   

Manager fees

      1,004,169

Administration fees

      52,705

Administrative and compliance services fees

      12,061

Transfer agent fees

      5,341

Trustee fees

      42,270

Professional fees

      44,902

Shareholder reports

      22,413

Other expenses

      11,443
   

 

 

 

Total expenses

      1,195,304
   

 

 

 

Net Investment Income/(Loss)

      10,383,590
   

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

   

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

      1,333,041

Net realized gains distributions from affiliated underlying funds

      31,289,697

Net realized gains/(losses) on futures contracts

      5,300,132

Change in net unrealized appreciation/depreciation on affiliated transactions

      83,484,924

Change in net unrealized appreciation/depreciation on futures contracts

      475,304
   

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

      121,883,098
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 132,266,688
   

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2017
  For the
Year Ended
December 31, 2016

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 10,383,590     $ 4,770,834

Net realized gains/(losses) on investment transactions

      37,922,870       25,557,189

Change in unrealized appreciation/depreciation on investments

      83,960,228       28,194,103
   

 

 

     

 

 

 

Change in net assets resulting from operations

      132,266,688       58,522,126
   

 

 

     

 

 

 

Distributions to Shareholders:

       

From net investment income

      (12,492,263 )       (12,329,148 )

From net realized gains

      (18,428,483 )       (4,719,453 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (30,920,746 )       (17,048,601 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      107,423,431       194,423,422

Proceeds from dividends reinvested

      30,920,746       17,048,601

Value of shares redeemed

      (43,312,937 )       (17,628,201 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      95,031,240       193,843,822
   

 

 

     

 

 

 

Change in net assets

      196,377,182       235,317,347

Net Assets:

       

Beginning of period

      899,716,004       664,398,657
   

 

 

     

 

 

 

End of period

    $ 1,096,093,186     $ 899,716,004
   

 

 

     

 

 

 

Accumulated net investment income/(loss)

    $ 10,982,539     $ 12,492,263
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      8,806,847       17,453,257

Dividends reinvested

      2,526,205       1,516,780

Shares redeemed

      (3,545,096 )       (1,590,113 )
   

 

 

     

 

 

 

Change in shares

      7,787,956       17,379,924
   

 

 

     

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Financial Highlights

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

 

    Year Ended December 31,   January 10, 2014
to December  31,
2014(a)
     2017   2016   2015  

Net Asset Value, Beginning of Period

    $ 11.47     $ 10.88     $ 10.45     $ 10.00
   

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

               

Net Investment Income/(Loss)

      0.11       0.03       0.04       0.01

Net Realized and Unrealized Gains/(Losses) on Investments

      1.50       0.79       0.39       1.11
   

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.61       0.82       0.43       1.12
   

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

               

Net Investment Income

      (0.15 )       (0.17 )             (0.01 )

Net Realized Gains

      (0.22 )       (0.06 )       (b)       (0.66 )
   

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.37 )       (0.23 )       (b)       (0.67 )
   

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 12.71     $ 11.47     $ 10.88     $ 10.45
   

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

      14.21 %       7.62 %       4.15 %       11.19 %(d)

Ratios to Average Net Assets/Supplemental Data:

               

Net Assets, End of Period (000’s)

    $ 1,096,093     $ 899,716     $ 664,399     $ 288,843

Net Investment Income/(Loss)(e)

      1.03 %       0.61 %       0.49 %       0.26 %

Expenses Before Reductions*(e)(f)

      0.12 %       0.12 %       0.13 %       0.14 %

Expenses Net of Reductions*(e)

      0.12 %       0.12 %       0.13 %       0.14 %

Portfolio Turnover Rate

      3 %       52 %(g)       1 %       1 %(d)

 

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

 

(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 for periods less than one year.

 

(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) Effective October 14, 2016, 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, 2016 as compared to prior years.

 

See accompanying notes to the financial statements.

 

7


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Notes to the Financial Statements

December 31, 2017

 

1. Organization

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

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., miscellaneous adjustments on return of capital), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) 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, 2017, 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

 

8


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Notes to the Financial Statements

December 31, 2017

 

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. For the year ended December 31, 2017, the monthly average notional amount for long contracts was $50.5 million. 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, 2017:

 

   

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

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 537,705     Payable for variation margin on futures contracts   $  

Interest Rate Risk

       
Interest Rate Contracts               116,581  

 

* 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, 2017:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized
   Realized Gains/(Losses)
on Derivatives Recognized
     Change in Net Unrealized
Appreciation/Depreciation
on Derivatives Recognized
 

Equity Risk

       
Equity Contracts   Net Realized gains/(losses) on futures contracts/Change in net unrealized appreciation/depreciation on futures contracts    $ 5,143,812      $ 485,077  

Interest Rate Risk

       
Interest Rate Contracts        156,320        (9,773

3. Fees and Transactions with Affiliates and Other Parties

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, 2019. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2017, the annual rate paid to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

         0.10 %          0.15 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2017, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2017, there were no voluntary waivers.

 

9


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Notes to the Financial Statements

December 31, 2017

 

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, 2017, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. Additional information, including financial statements, about these Funds is available at www.allianzlife.com. 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, 2017 is as follows:

 

     Fair Value
12/31/16
 

Purchases

at Cost

  Proceeds from
Sales
 

Net

Realized
Gains/(Losses)

  Net Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/17
  Shares as of
12/31/2017
 

Dividend

Income

  Net realized
gains
distributions
from affiliated
underlying
funds

AZL Enhanced Bond Index Fund

    $ 161,598,910     $ 38,841,447     $ (7,235,812 )     $ (63,476 )     $ 3,646,986     $ 196,788,055       18,070,528     $ 1,709,685     $

AZL S&P 500 Index Fund, Class 2

      245,130,882       32,534,284       (17,201,642 )       1,039,651       36,383,449       297,886,624       18,467,863       2,601,447       12,741,317

AZL T. Rowe Price Capital Appreciation Fund

      447,921,695       62,614,592       (7,990,512 )       356,866       43,454,489       546,357,130       30,302,669       6,818,041       18,548,380
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 854,651,487     $ 133,990,323     $ (32,427,966 )     $ 1,333,041     $ 83,484,924     $ 1,041,031,809       66,841,060     $ 11,129,173     $ 31,289,697
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 (“SEC” or the “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. The Administrator is entitled to an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair values 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. 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.”

FIS Investor Services LLC (“FIS”) serves as the Fund’s transfer agent. Under the Transfer Agent Agreement, the Trust pays FIS a fee for its services and reimburses FIS for all of their reasonable out-of-pocket expenses incurred in providing these services.

The Bank of New York Mellon (“BNY Mellon” or the “Custodian”) serves as the Trust’s custodian and securities lending agent. For these services as custodian, the Funds pay BNY Mellon a fee based on a percentage of assets held on behalf of the Funds, plus certain out-of-pocket charges.

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund. ALFS receives an annual 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, 2017, $10,168 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 $170,000 annual Board retainer, the Lead Director receives an additional $42,500 annually and the Chair of the Nominating and Corporate Governance Committee receives an additional $25,500 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, 2017, actual Trustee compensation was $1,116,333 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 (the “Board” or “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, 2017, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value. There were no significant transfers between Levels 1 and 2 as of December 31, 2017, based on levels assigned to securities on December 31, 2016.

 

10


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Notes to the Financial Statements

December 31, 2017

 

The following is a summary of the valuation inputs used as of December 31, 2017 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Affiliated Investment Companies

       $ 1,041,031,809        $        $        $ 1,041,031,809

Unaffiliated Investment Company

         57,682                            57,682
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         1,041,089,491                            1,041,089,491
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         421,124                            421,124
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 1,041,510,615        $        $        $ 1,041,510,615
      

 

 

        

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally presented in the financial statements at variation margin.

5. Security Purchases and Sales

For the year ended December 31, 2017, 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 Plus Fund

       $ 133,990,323        $ 32,427,966

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.

Fund of Funds Risk: The Fund, as a shareholder of the underlying funds, indirectly bears its proportionate share of any investment management fees and other expenses of the underlying funds. Further due to the fees and expenses paid by the Fund, as well as small variations in the Fund’s actual allocations to the underlying funds and any futures and cash held in the Fund’s portfolio, the performance and income distributions of the Fund will not be the same as the performance and income distributions of the underlying funds.

7. Federal Tax Information

It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined under Subchapter M of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provisions for federal income taxes are required in the financial statements.

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 of securities, including derivatives and short positions as applicable, for federal income tax purposes at December 31, 2017 is $934,772,280. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 106,317,211

Unrealized (depreciation)

     
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 106,317,211  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2017 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

       $ 12,552,270        $ 18,368,476        $ 30,920,746

 

(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 T. Rowe Price Capital Appreciation Plus Fund

Notes to the Financial Statements

December 31, 2017

 

The tax character of dividends paid to shareholders during the year ended December 31, 2016 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

       $ 12,329,149        $ 4,719,452        $ 17,048,601

 

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

At December 31, 2017, 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 Plus Fund

       $ 13,580,122        $ 35,263,629        $        $ 106,317,211        $ 155,160,962

 

(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, 2017, the Fund had an individual shareholder account which is affiliated with the Investment Adviser representing ownership in excess of 85% of the Fund.

9. Investment Company Reporting Modernization

In October 2016, the SEC released its Final Rule on Investment Company Reporting Modernization (the “Rules”). The Rules which introduce two new regulatory reporting forms for investment companies — Form N-PORT and Form N-CEN — also contain amendments to Regulation S-X which require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The amendments to Regulation S-X became effective for filings made with the SEC after August 1, 2017. The compliance date for form N-PORT and Form N-CEN will vary based on the reporting entity’s size and, in the case of the Fund, is expected to be April 30, 2019. The Fund’s adoption of these amendments, as applicable for the financial statements prepared as of December 31, 2017, had no effect on the Fund’s net assets or results of operations.

10. Subsequent Events

Management of the Fund has evaluated the need for additional disclosures or adjustments resulting from events through the date the financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have material impact on the Fund’s financial statements

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AZL MVP T. Rowe Price Capital Appreciation Plus Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2017, 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 related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the three-year period then ended and the period from January 10, 2014 (commencement of operations) to December 31, 2014. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, 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 three-year period then ended and the period from January 10, 2014 to December 31, 2014, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

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 are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian, brokers and transfer agents of the underlying funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Allianz Variable Insurance Products investment companies since 1999.

Columbus, Ohio

February 23, 2018

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2017, 16.24% 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, 2017, the Fund declared net short-term capital gain distributions of $60,007.

During the year ended December 31, 2017, the Fund declared net long-term capital gain distributions of $18,368,477.

 

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 (the “Board”) and in accordance with the investment objectives and restrictions of each separate series (together, the “Funds”) of the Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”), investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). As used in this section, “Fund” refers to any of the Funds. 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, 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 the Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2019 (the “Expense Limitation Agreement”).

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 (“Allianz Life”) and its subsidiary, Allianz Life Insurance Company of New York (“Allianz 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 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 Fund’s investment objectives and long-term performance; 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 Services Agreement and a 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 received (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 an adviser’s compensation: the nature and quality of the services provided by the adviser, including the performance of the fund; the adviser’s cost of providing the services; the extent to which the adviser may realize “economies of scale” as the fund grows larger; any indirect benefits that may accrue to the adviser and its affiliates as a result of the adviser’s relationship with the fund; performance and expenses of comparable funds; the profitability of acting as adviser to the fund; and the extent to which the independent Board members, who are not “interested persons” of a fund as defined by the 1940 Act, are fully informed about all facts bearing on the adviser’s services and fees. The Board is aware of these factors and takes 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 independent 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 the Expense Limitation Agreement and additional 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 meetings held in the fall of 2017. Information relevant to the approval of the Management Agreement was considered at a telephonic Board meeting on October 18, 2017, and at an “in person” Board meeting held October 23, 2017. The Management Agreement was approved at the Board meeting of October 23, 2017. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2019. 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 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 Board considered all factors it 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 every 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.

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, 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 and certain compliance staff, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

 

16


The Board 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 Board 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 Board 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 were considered. The Board 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 Funds and the Manager. In connection with every in-person quarterly Board meeting and the fall 2017 contract review process, Trustees received extensive information on the performance results of each Fund. 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 performance of the underlying funds, and the impact on performance of rebalancing decisions, cash and Fund fees. This included Lipper performance information on the Funds for the previous quarter, year-to-date, and previous one-, three- and five-year periods, to the extent the Funds were in existence for such periods. (For Funds which have been in existence for less than five years, the Board received performance information on shorter time periods to the extent available.) For example, in connection with the Board meeting held October 23, 2017, the Manager reported that for the five Funds for which performance information for the five year period ended June 30, 2017 was available, two were in the top 40%, two were in the middle 20%, and one was in the bottom 40%. None of these Funds was in the bottom 40% for the three- or one-year periods. The Manager reported that for the three-year period ended June 30, 2017, for the six Funds for which three year performance information was available, four Funds were in the top 40% and two Funds were in the middle 20%. For the eight Funds for which one-year performance information was available, for the one-year period ended June 30, 2017, four Funds were in the top 40%, two Funds were in the middle 20%, and two Funds were in the bottom 40%.

At the Board meeting held October 23, 2017, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the seven Funds for which three-year performance information was available, for the three-year period ended June 30, 2017, five Funds were in the top 40%, one Fund was in the middle 20%, and one was in the bottom 40%. For the eight Funds for which one year performance was available, for the one-year period ended June 30, 2017, four Funds were in the top 40% and four Funds were in the middle 20%. All six Funds for which five-year performance information was available were in the top 40%.

At the Board meeting held October 23, 2017, 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 three MVP Fusion Dynamic Funds the advisory fee paid put these Funds in the 44th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 27th percentile of the customized peer group, and for the two non-MVP Index Strategy Funds, as well as the AZL DFA Multi-Strategy Fund, the advisory fee paid put them in the 13th percentile of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Strategy Plus, AZL MVP DFA Multi-Strategy, AZL MVP Pyramis Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 9th percentile. (A lower percentile reflects lower fund fees and is better for fund shareholders.) 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 2014 through June 30, 2017. The Board 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 Board considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Board focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Board recognized that the Manager should earn a reasonable level of profits for the services it provides to each Fund.

The Board also considered that 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 Dynamic Conservative, Balanced, and Moderate Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

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 Board noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Board 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. The Board found there was no uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Board 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 Board 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 Board also noted that the total assets in all of the Funds, as of June 30, 2017, were approximately $10.8 billion and that the largest Fund, the AZL MVP Growth Index Strategy Fund, had assets of approximately $2.4 billion.

The Board noted that the Manager has agreed to temporarily limit Fund expenses under the Expense Limitation Agreement, 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 expense limits and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. The Board expects to continue to consider: (a) the extent to which economies of scale have been realized, and (b) whether the advisory fee should be modified, either in connection with the next renewal of the Agreements or by modifying the Expense Limitation Agreement, to reflect such economies of scale, if any.

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

 

17


Information about the Board of Trustees and Officers (Unaudited)

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

Non-Interested Trustees(1)

 

Name, Address, and
Year of Birth
  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 (1947)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, Emrys Analytics and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to 2017; Managing Director, iQ Venture Advisors, LLC, 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chairman Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   35   Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.
Peggy L. Ettestad (1957)
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   35   Luther College
Tamara Lynn Fagely (1958)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Retired; Chief Operations Officer, Hartford Funds, March 2012 to December 2013   35   Diamond Hill Funds (13 funds)
Richard H. Forde (1953)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 12/17   Member of the Board and Chairman of the Finance and Investment Committee, Connecticut Water Service, Inc., October 2013 to present; Senior Vice President and Chief Investment Officer, CIGNA, 2004 to 2012   35   Connecticut Water Service, Inc.
Claire R. Leonardi (1955)
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   35   reSet Social Enterprise Investment Fund
Dickson W. Lewis (1948)
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2014; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   35   None
Arthur C. Reeds, III (1944)
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   35   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and
Year of Birth
  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

Brian Muench (1970)

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   35   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 (1970)

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 (1945)
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.
Bashir C. Asad (1963)
Citi Fund Services Ohio, Inc.
4400 Easton Commons,
Suite 200 Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/16    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer (1968)
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.

 

19


LOGO

 

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

These Funds are not FDIC Insured.

  

ANNRPT1217 2/18


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.

 

          2017      2016  
(a)    Audit Fees    $ 162,600      $ 161,000  
(b)    Audit-Related Fees    $ 6,000      $ 10,000  
          2017      2016  
(c)    Tax Fees    $ 39,240      $ 46,900  
          2017      2016  
(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)

 

     2017      2016  
   $ 45,240      $ 56,900  

 

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 period covered by this report that have materially affected or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

(a)(1) Not applicable.

 

(a)(2) Not applicable.

 

(a)(3) Not applicable.

 

(a)(4) Not applicable.

 

(b) Not applicable

 

Item 13. 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.

 

(a)(4) 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 February 23, 2018

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 February 23, 2018

 

By (Signature and Title)           /s/ Bashir C. Asad
  Bashir C. Asad, Principal Financial Officer & Principal Accounting Officer

Date February 23, 2018