N-CSR 1 d857425dncsr.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, 2019

 

 

 


Item 1. Reports to Stockholders.


AZL® Balanced Index Strategy Fund

Annual Report

December 31, 2019

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, 2019?

For the year ended December 31, 2019, the AZL® Balanced Index Strategy Fund (the “Fund”) had a total return of 17.24%. That compared to a 31.49%, 8.72% and 19.82% 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.*

U.S. equities gained 13.65% (S&P 500) in the first quarter of 2019. Stocks rebounded in reaction to the dovish stance taken by the Federal Reserve Board (the Fed), indicating a shift away from its rate hiking cycle stretching back to 2015. U.S. equities gained in each of the four quarters under for the 12-month period under review amid an encouraging earnings environment and the Fed’s ongoing dovish stance. These gains came despite fears of international trade tensions and stagnating global growth. The S&P 500 returned 31.49% for the year, while the S&P 400 returned 26.20% and the S&P 600 returned 22.78%. Continuing a longer-term trend, growth stocks outperformed value stocks for the year.

International developed market equities, as measured by the MSCI EAFE, returned 22.01% for the year, underperforming U.S. equities. International equities failed to keep pace with U.S. equities, grappling with trade tensions and slowing global growth.

U.S. bonds gained during the year, as the Bloomberg Barclays U.S. Aggregate Bond Index returned 8.72%. Yields fell throughout most of the year. In September, 10-year Treasury yields fell to levels last seen in July 2016. The Fed remained dovish throughout the year, cutting rates three times. Although the Treasury yield curve was partially inverted at the beginning of the year, the curve flattened during the first three quarters, and steepened in the fourth quarter. Meanwhile, credit spreads tightened, leading corporate bonds and other credit-sensitive bonds to outperform U.S. Government bonds.

The Fund, which invests in both U.S. and international markets, underperformed its blended benchmark in 2019. The Fund’s strategic allocation to developed international equities was the primary detractor compared to its blended benchmark, as U.S. equities outperformed during the year. In addition, a strategic allocation to mid- and small-cap U.S. equities detracted, as these stocks underperformed large-cap equities.*

Within the Fund’s fixed income holdings, an underweight allocation to duration kept the Fund from fully benefiting from the decline in interest rates during the year. As a result, the Fund’s fixed income allocation modestly lagged its fixed income benchmark.*

 

 

Past performance does not guarantee future results.

 

*

The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2019.

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. indexes 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.

The indexes defined above are unmanaged. 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.

The performance of the Fund is expected to be lower than that of the Indexes 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.

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL® Balanced Index Strategy Fund

     17.24 %      7.73 %      5.95 %      7.16 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      13.56 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      3.75 % 

Balanced Composite Index

     19.82 %      9.77 %      7.49 %      8.83 % 

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

     0.68 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 -  12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL Balanced Index Strategy Fund

    $ 1,000.00     $ 1,055.50     $ 0.47       0.09 %

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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 -  12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL Balanced Index Strategy Fund

    $ 1,000.00     $ 1,024.75     $ 0.46       0.09 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income Funds

      49.5 %

Domestic Equity Funds

      37.9

International Equity Funds

      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, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (100.0%):  
Domestic Equity Funds (37.9%):  
  1,380,743      AZL Mid Cap Index Fund, Class 2    $ 30,252,069  
  5,703,117      AZL S&P 500 Index Fund, Class 2      104,024,862  
  1,225,115      AZL Small Cap Stock Index Fund, Class 2      16,208,268  
     

 

 

 
        150,485,199  
     

 

 

 
Fixed Income Funds (49.5%):  
  17,560,176      AZL Enhanced Bond Index Fund      196,849,569  
     

 

 

 
International Equity Funds (12.6%):  
  2,990,911      AZL International Index Fund, Class 2      50,217,390  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $295,010,690)

     397,552,158  
     

 

 

 
 

Total Investment Securities
(Cost $295,010,690) — 100.0%(a)

     397,552,158  
  

Net other assets (liabilities) — (0.0%†)

     (149,798 ) 
     

 

 

 
 

Net Assets — 100.0%

   $ 397,402,360  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

 

†

Represents less than 0.05%.

 

 

See accompanying notes to the financial statements.

 

4


AZL Balanced Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 295,010,690
   

 

 

 

Investments in affiliates, at value

    $ 397,552,158

Interest and dividends receivable

      16

Receivable for affiliated investments sold

      274,024

Prepaid expenses

      1,372
   

 

 

 

Total Assets

      397,827,570
   

 

 

 

Liabilities:

   

Cash overdraft

      274,024

Payable for capital shares redeemed

      112,847

Manager fees payable

      16,808

Administration fees payable

      5,219

Custodian fees payable

      823

Administrative and compliance services fees payable

      1,425

Transfer agent fees payable

      940

Trustee fees payable

      351

Other accrued liabilities

      12,773
   

 

 

 

Total Liabilities

      425,210
   

 

 

 

Net Assets

    $ 397,402,360
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 274,991,108

Total distributable earnings

      122,411,252
   

 

 

 

Net Assets

    $ 397,402,360
   

 

 

 

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

      24,144,261

Net Asset Value (offering and redemption price per share)

    $ 16.46
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 7,761,835

Dividends from non-affiliates

      365
   

 

 

 

Total Investment Income

      7,762,200
   

 

 

 

Expenses:

   

Manager fees

      198,616

Administration fees

      62,697

Custodian fees

      5,950

Administrative and compliance services fees

      6,991

Transfer agent fees

      5,506

Trustee fees

      22,132

Professional fees

      18,513

Shareholder reports

      9,524

Other expenses

      8,380
   

 

 

 

Total expenses

      338,309
   

 

 

 

Net Investment Income/(Loss)

      7,423,891
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      7,039,719

Net realized gains/(losses) on securities

      151

Net realized gains distributions from affiliated underlying funds

      6,909,336

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      41,704,814
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      55,654,020
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 63,077,911
   

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 7,423,891     $ 7,720,384

Net realized gains/(losses) on investments

      13,949,206       14,710,890

Change in unrealized appreciation/depreciation on investments

      41,704,814       (40,203,778 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      63,077,911       (17,772,504 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (22,295,760 )       (19,383,356 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (22,295,760 )       (19,383,356 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      8,205,982       8,361,288

Proceeds from dividends reinvested

      22,295,760       19,383,356

Value of shares redeemed

      (60,070,127 )       (52,781,680 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (29,568,385 )       (25,037,036 )
   

 

 

     

 

 

 

Change in net assets

      11,213,766       (62,192,896 )

Net Assets:

       

Beginning of period

      386,188,594       448,381,490
   

 

 

     

 

 

 

End of period

    $ 397,402,360     $ 386,188,594
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      508,792       526,619

Dividends reinvested

      1,421,017       1,252,155

Shares redeemed

      (3,724,340 )       (3,282,281 )
   

 

 

     

 

 

 

Change in shares

      (1,794,531 )       (1,503,507 )
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 14.89     $ 16.34     $ 15.75     $ 15.44     $ 15.91
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.30 (a)       0.31       0.15       0.30       0.34

Net Realized and Unrealized Gains/(Losses) on Investments

      2.22       (0.99 )       1.62       0.73       (0.34 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      2.52       (0.68 )       1.77       1.03       — (b)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.38 )       (0.16 )       (0.38 )       (0.43 )       (0.17 )

Net Realized Gains

      (0.57 )       (0.61 )       (0.80 )       (0.29 )       (0.30 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.95 )       (0.77 )       (1.18 )       (0.72 )       (0.47 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 16.46     $ 14.89     $ 16.34     $ 15.75     $ 15.44
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

      17.24 %       (4.36 )%       11.50 %       6.75 %       0.01 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 397,402     $ 386,189     $ 448,381     $ 438,300     $ 432,536

Net Investment Income/(Loss)

      1.87 %       1.82 %       0.78 %       1.83 %       2.14 %

Expenses Before Reductions*(d)

      0.09 %       0.08 %       0.08 %       0.08 %       0.08 %

Expenses Net of Reductions*

      0.09 %       0.08 %       0.08 %       0.08 %       0.08 %

Portfolio Turnover Rate

      5 %       5 %       6 %       12 %       11 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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)

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, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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

 

8


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL Balanced Index Strategy Fund

         0.05 %          0.20 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, 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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds
from Sales
  Net
Realized
Gains (Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/2019
  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL Enhanced Bond Index Fund

    $ 201,992,298     $ 7,877,105     $ (24,581,382 )     $ 386,594     $ 11,174,954     $ 196,849,569       17,560,176     $ 4,575,832     $ —

AZL International Index Fund, Class 2

      47,746,626       1,747,460       (7,553,366 )       439,211       7,837,459       50,217,390       2,990,911       1,159,164       296,492

AZL Mid Cap Index Fund, Class 2

      26,638,665       2,902,200       (3,598,025 )       68,738       4,240,491       30,252,069       1,380,743       315,395       1,978,261

AZL S&P 500 Index Fund, Class 2

      96,443,706       6,939,968       (22,574,927 )       6,222,559       16,993,556       104,024,862       5,703,117       1,561,046       3,103,464

AZL Small Cap Stock Index Fund, Class 2

      13,778,376       2,172,498       (1,123,577 )       (77,383 )       1,458,354       16,208,268       1,225,115       150,398       1,531,119
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 386,599,671     $ 21,639,231     $ (59,431,277 )     $ 7,039,719     $ 41,704,814     $ 397,552,158       28,860,062     $ 7,761,835     $ 6,909,336
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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, 2019, $4,742 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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 Trust in proportion to the assets under management of each trust. During the year ended December 31, 2019, actual Trustee compensation was $1,343,125 in total for both trusts.

 

9


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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 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.

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 397,552,158        $ —        $ —        $ 397,552,158
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 397,552,158        $ —        $ —        $ 397,552,158
      

 

 

        

 

 

        

 

 

        

 

 

 

5. Security Purchases and Sales

For the year ended December 31, 2019, 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

       $ 21,639,231        $ 59,431,277

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default. During the year ended December 31, 2019, the Fund did not directly invest in derivatives.

Fund of Fund 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, 2019 is $296,367,198. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 101,184,960  

Unrealized (depreciation)

    —  
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 101,184,960  
 

 

 

 

 

10


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

                        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL Balanced Index Strategy Fund

                     $ 8,970,236        $ 13,325,524        $ 22,295,760

 

(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, 2018 was as follows:

 

                        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL Balanced Index Strategy Fund

                     $ 3,957,710        $ 15,425,646        $ 19,383,356

 

(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, 2019, 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

       $ 7,606,113        $ 13,620,179        $ —        $ 101,184,960        $ 122,411,252

 

(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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership [in excess] of 90% of the Fund. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL Balanced Index Strategy Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL Balanced Index Strategy Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian and transfer agent. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 22.42% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $13,325,524.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings.. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.
  ANNRPT1219 2/20


AZL® DFA Multi-Strategy Fund

Annual Report

December 31, 2019

 

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, 2019?

For the year ended December 31, 2019, the AZL® DFA Multi-Strategy Fund (the “Fund”) returned 16.57%. That compared to a 31.49%, 8.72% and 22.11% 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 pursues broad diversification across three equity sub-portfolios and one fixed income sub-portfolio. The four underlying portfolios are managed by Dimensional Fund Advisors. Generally, the Fund allocates 50% to 70% of its assets to the underlying equity funds and between 30% and 50% to the underlying fixed-income fund.*

U.S. equity markets made a strong recovery in early 2019 following a challenging fourth quarter of 2018. The first quarter of 2019 saw U.S. equities return 13.65% (S&P 500), boosted by relatively strong corporate earnings and the Federal Reserve Board’s (the Fed) shift to a more dovish stance. Despite international trade tensions and sluggish global growth, equity gains persisted for the remaining three quarters of the 12-month period under review, as the Fed cut interest rates three times and the domestic economy continued to grow. The S&P 500 Index returned 31.49% for the year, while the S&P 400 Index2 returned 26.20% and the S&P 600 Index3 returned 22.78%. Continuing a longer-term trend, growth stocks outperformed value stocks for the year.

International developed market equities, as measured by the MSCI EAFE Index4, returned 22.01% for the year. International equities failed to keep pace with U.S. equities amidst growing trade tensions and slowing global growth.

The U.S. bond market also benefited from the Fed’s dovish shift, bouncing back from the heightened volatility it experienced in late 2018. Falling yields boosted bond prices, which benefited fixed-income returns.

The Fund, which invests in both U.S. and international markets, underperformed its composite benchmark in 2019. Within the Fund’s equity holdings, a bias toward value stocks dragged on returns relative to the Fund’s benchmark as growth stocks outperformed value stocks. An emphasis on stocks with smaller market capitalizations also detracted from relative performance, as small-cap stocks underperformed large-cap stocks for the year.*

The Fund’s fixed income holdings underperformed its fixed income benchmark. This underperformance was due largely to security selection and a focus on higher-rated securities that limited exposure to lower-rated bond markets, such as Italy, which produced strong returns for the benchmark. *

 

 

Past performance does not guarantee future results.

 

*

The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2019.

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. indexes 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.

The indexes defined above are unmanaged. 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.

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.

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL® DFA Multi-Strategy Fund

     16.57 %      7.32 %      6.06 %      8.33 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      13.56 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      3.75 % 

Moderate Composite Index

     22.11 %      10.89 %      8.35 %      9.81 % 

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

     0.96 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. 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 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 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
7/1/19
  Ending
Account Value
12/31/19
 

Expenses Paid
During Period

7/1/19 - 12/31/19*

 

Annualized Expense
Ratio During Period

7/1/19 - 12/31/19

AZL DFA Multi-Strategy Fund

    $ 1,000.00     $ 1,056.00     $ 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
7/1/19
  Ending
Account Value
12/31/19
 

Expenses Paid
During Period

7/1/19 - 12/31/19*

 

Annualized Expense
Ratio During Period

7/1/19 - 12/31/19

AZL DFA Multi-Strategy Fund

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

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equity Funds

      48.8 %

Fixed Income Funds

      38.9

International Equity Funds

      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, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (100.1%):       
Domestic Equity Funds (48.8%):       
  27,944,879      AZL DFA U.S. Core Equity Fund    $ 378,094,216  
  8,992,606      AZL DFA U.S. Small Cap Fund      101,886,226  
     

 

 

 
        479,980,442  
     

 

 

 
Fixed Income Funds (38.9%):       
  38,960,617      AZL DFA Five-Year Global Fixed Income Fund      382,593,259  
     

 

 

 
International Equity Funds (12.4%):       
  11,489,509      AZL DFA International Core Equity Fund      121,559,005  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $876,942,541)

     984,132,706  
     

 

 

 
 

Total Investment Securities
(Cost $876,942,541) — 100.1%(a)

     984,132,706  
 

Net other assets (liabilities) — (0.1%)

     (855,462 ) 
     

 

 

 
 

Net Assets — 100.0%

   $ 983,277,244  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(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, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 876,942,541
   

 

 

 

Investments in affiliates, at value

    $ 984,132,706

Cash

      229,190

Interest and dividends receivable

      9

Prepaid expenses

      3,440
   

 

 

 

Total Assets

      984,365,345
   

 

 

 

Liabilities:

   

Payable for affiliated investments purchased

      229,190

Payable for capital shares redeemed

      774,065

Manager fees payable

      41,585

Administration fees payable

      5,369

Custodian fees payable

      2,219

Administrative and compliance services fees payable

      3,455

Transfer agent fees payable

      965

Trustee fees payable

      850

Other accrued liabilities

      30,403
   

 

 

 

Total Liabilities

      1,088,101
   

 

 

 

Net Assets

    $ 983,277,244
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 799,312,986

Total distributable earnings

      183,964,258
   

 

 

 

Net Assets

    $ 983,277,244
   

 

 

 

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

      68,492,897

Net Asset Value (offering and redemption price per share)

    $ 14.36
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 28,018,844

Dividends from non-affiliates

      44
   

 

 

 

Total Investment Income

      28,018,888
   

 

 

 

Expenses:

   

Manager fees

      497,498

Administration fees

      66,435

Custodian fees

      12,491

Administrative and compliance services fees

      17,372

Transfer agent fees

      5,728

Trustee fees

      54,881

Professional fees

      45,731

Shareholder reports

      22,323

Other expenses

      21,297
   

 

 

 

Total expenses

      743,756
   

 

 

 

Net Investment Income/(Loss)

      27,275,132
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      15,243,064

Net realized gains/(losses) on securities

      80

Net realized gains distributions from affiliated underlying funds

      34,600,345

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      75,033,441
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      124,876,930
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 152,152,062
   

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 27,275,132     $ 9,422,112

Net realized gains/(losses) on investments

      49,843,489       39,975,403

Change in unrealized appreciation/depreciation on investments

      75,033,441       (109,331,866 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      152,152,062       (59,934,351 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (49,373,639 )       (28,987,454 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (49,373,639 )       (28,987,454 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      1,926,260       3,711,811

Proceeds from dividends reinvested

      49,373,639       28,987,454

Value of shares redeemed

      (142,934,643 )       (175,840,406 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (91,634,744 )       (143,141,141 )
   

 

 

     

 

 

 

Change in net assets

      11,143,679       (232,062,946 )

Net Assets:

       

Beginning of period

      972,133,565       1,204,196,511
   

 

 

     

 

 

 

End of period

    $ 983,277,244     $ 972,133,565
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      139,166       263,773

Dividends reinvested

      3,662,733       2,094,469

Shares redeemed

      (10,161,420 )       (12,361,568 )
   

 

 

     

 

 

 

Change in shares

      (6,359,521 )       (10,003,326 )
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 12.99     $ 14.19     $ 12.69     $ 18.08     $ 18.71
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.38 (a)       0.15       0.15       0.10       0.01

Net Realized and Unrealized Gains/(Losses) on Investments

      1.73       (0.97 )       1.46       1.32       (0.14 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      2.11       (0.82 )       1.61       1.42       (0.13 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.16 )       (0.17 )       (0.11 )       —       (0.24 )

Net Realized Gains

      (0.58 )       (0.21 )       —       (6.81 )       (0.26 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.74 )       (0.38 )       (0.11 )       (6.81 )       (0.50 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 14.36     $ 12.99     $ 14.19     $ 12.69     $ 18.08
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      16.57 %       (5.91 )%       12.69 %       9.32 %       (0.67 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 983,277     $ 972,134     $ 1,204,197     $ 1,194,169     $ 1,257,794

Net Investment Income/(Loss)

      2.74 %       0.84 %       1.02 %       0.75 %       (0.07 )%

Expenses Before Reductions*(c)

      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

      6 %       7 %       2 %       2 %       114 %(d)

 

*

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

 

(a)

Calculated using the average shares method.

 

(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 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, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

 

8


AZL DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

For the year ended December 31, 2019, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL DFA Multi-Strategy Fund

         0.05 %          0.20 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, 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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds
from Sales
  Net
Realized
Gains (Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/2019
  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL DFA Five-Year Global Fixed Income Fund

    $ 412,833,477     $ 22,383,961     $ (44,771,953 )     $ 1,190,203     $ (9,042,429 )     $ 382,593,259       38,960,617     $ 21,759,173     $ —

AZL DFA International Core Equity Fund

      111,040,289       5,980,435       (12,299,496 )       129,902       16,707,875       121,559,005       11,489,509       1,676,253       3,785,502

AZL DFA U.S. Core Equity Fund

      357,414,103       27,904,381       (77,436,626 )       13,863,348       56,349,010       378,094,216       27,944,879       4,111,980       23,538,240

AZL DFA U.S. Small Cap Fund

      90,842,403       7,758,598       (7,793,371 )       59,611       11,018,985       101,886,226       8,992,606       471,438       7,276,603
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 972,130,272     $ 64,027,375     $ (142,301,446 )     $ 15,243,064     $ 75,033,441     $ 984,132,706       87,387,611     $ 28,018,844     $ 34,600,345
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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, 2019, $11,929 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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, 2019, actual Trustee compensation was $1,343,125 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

 

9


AZL DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

  ●  

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 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.

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 984,132,706        $ —        $ —        $ 984,132,706
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 984,132,706        $ —        $ —        $ 984,132,706
      

 

 

        

 

 

        

 

 

        

 

 

 

5. Security Purchases and Sales

For the year ended December 31, 2019, 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

       $ 64,027,375        $ 142,301,446

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 Fund 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, 2019 is $877,449,600. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 113,205,186  

Unrealized (depreciation)

    (6,522,080 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 106,683,106  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL DFA Multi-Strategy Fund

       $ 10,447,529        $ 38,926,110        $ 49,373,639

 

(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, 2019

 

The tax character of dividends paid to shareholders during the year ended December 31, 2018 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL DFA Multi-Strategy Fund

       $ 13,032,287        $ 15,955,167        $ 28,987,454

 

(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, 2019, 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

       $ 27,763,344        $ 49,517,808        $ —        $ 106,683,106        $ 183,964,258

 

(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, 2019, 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, 2019, the Fund had a controlling interest (in excess of 50%) in the AZL DFA Five-Year Global Fixed Income Fund, AZL DFA U.S. Core Equity Fund, and AZL DFA U.S. Small Cap Fund, which are affiliated with the Investment Adviser. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL DFA Multi-Strategy Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL DFA Multi-Strategy Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian and transfer agent. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 52.69% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $38,926,110.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings.. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.    ANNRPT1219 2/20


AZL® MVP Balanced Index Strategy Fund

Annual Report

December 31, 2019

 

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, 2019?

For the year ended December 31, 2019, the AZL® MVP Balanced Index Strategy Fund (the “Fund”) returned 16.92%. That compared to a 31.49%, 8.72% and a 19.82% 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.*

U.S. equities gained 13.65% (S&P 500) in the first quarter of 2019. Stocks rebounded in reaction to the dovish stance taken by the Federal Reserve Board (the Fed), indicating a shift away from its rate hiking cycle stretching back to 2015. U.S. equities gained in each of the four quarters of the 12-month period under review, amid an encouraging earnings environment and the Fed’s ongoing dovish stance. These gains came despite fears of international trade tensions and stagnating global growth. The S&P 500 returned 31.49% for the year, while the S&P 400 returned 26.20% and the S&P 600 returned 22.78%. Continuing a longer-term trend, growth stocks outperformed value stocks for the year.

International developed market equities, as measured by the MSCI EAFE, returned 22.01% for the year, underperforming U.S. equities. International equities failed to keep pace with U.S. equities, grappling with trade tensions and slowing global growth.

U.S. bonds gained during the year, as the Bloomberg Barclays U.S. Aggregate Bond Index returned 8.72%. Yields fell throughout most of the year. In September,

10-year Treasury yields fell to levels last seen in July 2016. The Fed cut rates three times, although the Treasury yield curve was partially inverted at the beginning of the year, the curve flattened during the first three quarters and steepened in the fourth quarter. Meanwhile, credit spreads tightened, leading corporate bonds and other credit-sensitive bonds to outperform U.S. Government bonds.

The Fund, which invests in both U.S. and international markets, underperformed its blended benchmark in 2019. The Fund’s strategic allocation to developed international equities was the primary detractor compared to its blended benchmark, as U.S. equities outperformed during the year. In addition, a strategic allocation to mid- and small-cap U.S. equities detracted, as these stocks underperformed large-cap equities.*

Within the Fund’s fixed income holdings, an underweight allocation to duration caused the Fund’s fixed income allocation to lag its benchmark modestly as interest rates declined during the year.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the 12-month period under review. The MVP risk management process generally maintained a neutral equity allocation for most of the year relative to its target. However, as equity markets had been exhibiting elevated volatility in late 2018, the MVP risk management process reduced equity exposure during most of the month of January. During this time, equity markets rallied, and the Fund reduced equity exposure, which detracted from relative performance.*

 

 

Past performance does not guarantee future results.

 

* 

The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2019.

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. indexes 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. The indexes defined above are unmanaged. 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.

The performance of the Fund is expected to be lower than that of the Indexes 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 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.

Debt securities held by the Fund may decline in value due to rising interest rates.

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.

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

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

AZL® MVP Balanced Index Strategy Fund

     16.92 %      7.57 %      5.77 %      7.00 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      14.55 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      2.92 % 

Balanced Composite Index

     19.82 %      9.77 %      7.49 %      8.78 % 

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

 

Expense Ratio

   Gross  

AZL® MVP Balanced Index Strategy Fund

     0.70 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. 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 (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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Balanced Index Strategy Fund

    $ 1,000.00     $ 1,054.90     $ 0.73       0.14 %

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

 

     Beginning
Account Value
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Balanced Index Strategy Fund

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

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income Funds

      46.7 %

Domestic Equity Funds

      35.6

International Equity Funds

      12.7
   

 

 

 

Total Investment Securities

      95.0

Net other assets (liabilities)

      5.0
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (95.0%):       
Domestic Equity Funds (35.6%):       
  1,162,811      AZL Mid Cap Index Fund, Class 2    $ 25,477,192  
  4,312,613      AZL S&P 500 Index Fund, Class 2      78,662,058  
  1,044,456      AZL Small Cap Stock Index Fund, Class 2      13,818,155  
     

 

 

 
        117,957,405  
     

 

 

 
Fixed Income Funds (46.7%):       
  13,820,451      AZL Enhanced Bond Index Fund      154,927,261  
     

 

 

 
International Equity Funds (12.7%):       
  2,509,260      AZL International Index Fund, Class 2      42,130,469  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $270,329,868)

     315,015,135  
     

 

 

 
 

Total Investment Securities (Cost $270,329,868) — 95.0%(a)

     315,015,135  
 

Net other assets (liabilities) — 5.0%

     16,501,319  
     

 

 

 
 

Net Assets — 100.0%

   $ 331,516,454  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

 

Futures Contracts

Cash of $16,575,372 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        51      $ 8,239,305      $ 217,388  

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

     3/20/20        64        8,219,000        (68,816 ) 
           

 

 

 
            $ 148,572  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Balanced Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 270,329,868
   

 

 

 

Investments in affiliates, at value

    $ 315,015,135

Segregated cash for collateral for futures contracts

      16,575,372

Interest and dividends receivable

      17,982

Receivable for affiliated investments sold

      258,440

Prepaid expenses

      1,122
   

 

 

 

Total Assets

      331,868,051
   

 

 

 

Liabilities:

   

Cash overdraft

      258,440

Payable for capital shares redeemed

      45,477

Manager fees payable

      28,054

Administration fees payable

      5,061

Custodian fees payable

      1,419

Administrative and compliance services fees payable

      1,162

Transfer agent fees payable

      912

Trustee fees payable

      286

Other accrued liabilities

      10,786
   

 

 

 

Total Liabilities

      351,597
   

 

 

 

Net Assets

    $ 331,516,454
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 275,425,470

Total distributable earnings

      56,090,984
   

 

 

 

Net Assets

    $ 331,516,454
   

 

 

 

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

      23,847,650

Net Asset Value (offering and redemption price per share)

    $ 13.90
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 6,078,424

Interest

      291,845

Dividends from non-affiliates

      1,275
   

 

 

 

Total Investment Income

      6,371,544
   

 

 

 

Expenses:

   

Manager fees

      321,877

Administration fees

      61,798

Custodian fees

      6,388

Administrative and compliance services fees

      5,647

Transfer agent fees

      5,439

Trustee fees

      17,747

Professional fees

      15,112

Shareholder reports

      8,562

Other expenses

      6,669
   

 

 

 

Total expenses

      449,239
   

 

 

 

Net Investment Income/(Loss)

      5,922,305
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      867,693

Net realized gains distributions from affiliated underlying funds

      5,448,813

Net realized gains/(losses) on futures contracts

      1,955,888

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      35,549,055

Change in net unrealized appreciation/depreciation on futures contracts

      (2,948 )
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      43,818,501
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 49,740,806
   

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 5,922,305     $ 5,735,880

Net realized gains/(losses) on investments

      8,272,394       6,581,658

Change in unrealized appreciation/depreciation on investments

      35,546,107       (26,340,799 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      49,740,806       (14,023,261 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (12,489,733 )       (10,275,883 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (12,489,733 )       (10,275,883 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      18,443,274       21,031,895

Proceeds from dividends reinvested

      12,489,733       10,275,883

Value of shares redeemed

      (38,601,482 )       (27,305,408 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (7,668,475 )       4,002,370
   

 

 

     

 

 

 

Change in net assets

      29,582,598       (20,296,774 )

Net Assets:

       

Beginning of period

      301,933,856       322,230,630
   

 

 

     

 

 

 

End of period

    $ 331,516,454     $ 301,933,856
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      1,365,980       1,574,251

Dividends reinvested

      942,621       798,437

Shares redeemed

      (2,864,543 )       (2,053,669 )
   

 

 

     

 

 

 

Change in shares

      (555,942 )       319,019
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 12.37     $ 13.38     $ 12.74     $ 12.30     $ 12.56
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.25 (a)       0.24       0.11       0.17       0.22

Net Realized and Unrealized Gains/(Losses) on Investments

      1.82       (0.82 )       1.32       0.64       (0.25 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      2.07       (0.58 )       1.43       0.81       (0.03 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.29 )       (0.11 )       (0.26 )       (0.28 )       (0.10 )

Net Realized Gains

      (0.25 )       (0.32 )       (0.53 )       (0.09 )       (0.13 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.54 )       (0.43 )       (0.79 )       (0.37 )       (0.23 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 13.90     $ 12.37     $ 13.38     $ 12.74     $ 12.30
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      16.92 %       (4.44 )%       11.40 %       6.61 %       (0.22 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 331,516     $ 301,934     $ 322,231     $ 312,745     $ 255,129

Net Investment Income/(Loss)

      1.84 %       1.79 %       0.72 %       1.69 %       2.08 %

Expenses Before Reductions*(c)

      0.14 %       0.13 %       0.13 %       0.14 %       0.14 %

Expenses Net of Reductions*

      0.14 %       0.13 %       0.13 %       0.14 %       0.14 %

Portfolio Turnover Rate

      9 %       7 %       9 %       11 %       5 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services—Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $16.0 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 217,388     Payable for variation margin on futures contracts     $—  

Interest Rate Risk

     
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     68,816  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ 1,389,581      $ 240,421  

Interest Rate Risk

     
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/ Change net in unrealized appreciation/depreciation on futures contracts      566,307        (243,369 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Balanced Index Strategy Fund

         0.10 %          0.20 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, there were no voluntary waivers.

 

9


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, 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, 2019 is as follows:

 

      Fair Value
12/31/2018
   Purchases
at Cost
   Proceeds
from Sales
  Net
Realized
Gains(Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/2019
   Shares as of
12/31/2019
   Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL Enhanced Bond Index Fund

     $ 152,834,757      $ 13,069,752      $ (19,821,133 )     $ 18,019     $ 8,825,866      $ 154,927,261        13,820,451      $ 3,574,947     $ —

AZL International Index Fund, Class 2

       36,279,424        1,787,545        (2,473,747 )       (97,389 )       6,634,636        42,130,469        2,509,260        954,088       244,038

AZL Mid Cap Index Fund, Class 2

       20,365,050        3,425,648        (1,640,807 )       26,343       3,300,958        25,477,192        1,162,811        259,291       1,626,358

AZL S&P 500 Index Fund, Class 2

       67,239,890        4,745,396        (9,981,040 )       932,740       15,725,072        78,662,058        4,312,613        1,166,371       2,318,823

AZL Small Cap Stock Index Fund, Class 2

       10,431,439        3,052,032        (715,819 )       (12,020 )       1,062,523        13,818,155        1,044,456        123,727       1,259,594
    

 

 

      

 

 

      

 

 

     

 

 

     

 

 

      

 

 

      

 

 

      

 

 

     

 

 

 
     $ 287,150,560      $ 26,080,373      $ (34,632,546 )     $ 867,693     $ 35,549,055      $ 315,015,135        22,849,591      $ 6,078,424     $ 5,448,813
    

 

 

      

 

 

      

 

 

     

 

 

     

 

 

      

 

 

      

 

 

      

 

 

     

 

 

 

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 SEC. 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, 2019, $3,807 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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 Trust in proportion to the assets under management of each trust. During the year ended December 31, 2019, actual Trustee compensation was $1,343,125 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 inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

 

10


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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.

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 315,015,135        $ —        $ —        $ 315,015,135
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         315,015,135          —          —          315,015,135
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         148,572          —          —          148,572
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 315,163,707        $ —        $ —        $ 315,163,707
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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

       $ 26,080,373        $ 34,632,546

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 Fund 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, 2019 is $273,201,526. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 41,813,609  

Unrealized (depreciation)

    —  
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 41,813,609  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Balanced Index Strategy Fund

       $ 7,504,381        $ 4,985,352        $ 12,489,733

 

(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, 2019

 

The tax character of dividends paid to shareholders during the year ended December 31, 2018 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Balanced Index Strategy Fund

       $ 3,233,566        $ 7,042,317        $ 10,275,883

 

(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, 2019, 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

       $ 7,804,852        $ 6,551,668        $ —          $ 41,813,609        $ 56,170,129

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales, straddles and mark-to-market of futures contracts.

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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership in excess of 85% of the Fund. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP Balanced Index Strategy Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP Balanced Index Strategy Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 23.63% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net short-term capital gain distributions of $819,459.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $4,985,352.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings.. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.    ANNRPT1219 2/20


AZL® MVP Global Balanced Index Strategy Fund

(formerly known as AZL® MVP BlackRock Global Strategy Plus Fund)

Annual Report

December 31, 2019

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Consolidated Expense Examples and Portfolio Composition

Page 4

Schedule of Portfolio Investments

Page 5

Statement of Assets and Liabilities

Page 7

Consolidated Statement of Operations

Page 8

Consolidated Statements of Changes in Net Assets

Page 9

Consolidated Financial Highlights

Page 10

Notes to the Consolidated Financial Statements

Page 11

Report of Independent Registered Public Accounting Firm

Page 20

Other Federal Income Tax Information

Page 21

Other Information

Page 22

Approval of Investment Advisory Agreement

Page 23

Information about the Board of Trustees and Officers

Page 25

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 Global Balanced Index Strategy Fund Review (Unaudited)

(formerly known as AZL® MVP BlackRock Global Strategy Plus Fund)

 

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

What factors affected the Fund’s performance for the year ended December 31, 2019?

For the year ended December 31, 2019, the AZL® MVP Global Balanced Index Strategy Fund (the “Fund”) returned 16.20%. That compared to a 27.67% and 28.40%; 18.42% and 18.90%; 8.72%, and a 17.93% total return for its benchmarks, the MSCI World Index (net and gross of withholding taxes)1, the MSCI Emerging Markets Index (net and gross of withholding taxes)1; the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Global Balanced Composite Index, 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. equities rebounded strongly in the first quarter of 2019, reacting positively to a dovish stance taken by the Federal Reserve Board (the Fed) following a rate hiking cycle stretching back to 2015. A generally encouraging earnings environment continued to lift U.S. equities higher during the following three quarters. The S&P 500 Index2 returned

31.49% for the year.

International equities failed to keep pace with their U.S. counterparts, as they proved more susceptible to global trade tensions and stagnating global growth. International equities still posted strong gains for the period, with emerging market equities lagging behind their developed market counterparts.

U.S. bonds gained ground during the year as yields trended downward, with bond prices rising as a result. The Fed cut interest rates three times during the year starting in July. These rate cuts helped drive the yield on 10-year Treasuries to levels not seen since 2016. Although the Treasury yield curve was partially inverted at the beginning of the year, the curve continued to flatten during the first three quarters of the period, then steepened in the fourth quarter. Meanwhile, credit spreads tightened during the year, leading corporate bonds and other credit-sensitive bonds to outperform U.S. government bonds.

The Fund underperformed its composite benchmark in 2019. Prior to the strategy change, the Fund held an actively managed underlying fund, which held cash positions that detracted from its performance relative to its benchmark. This was especially notable in the first quarter, as equities and bonds rallied. This actively managed component also underperformed due to an underweight allocation to the information technology sector and due to security selection in the U.K. and Japan. The Fund’s overweight allocation to duration within U.S. fixed income holdings added to relative performance.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the 12-month period under review. The MVP risk management process largely maintained a neutral equity allocation for most of the year relative to its target, which detracted from relative performance 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, 2019.

1 

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

2 

The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. These index are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such indexes defined above are unmanaged. Investors cannot invest directly in an index.

 
 

 

1


AZL® MVP Global Balanced Index Strategy Fund Review (Unaudited)

 

Fund Objective

The Fund seeks long-term capital appreciation with preservation of capital. 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 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.

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 Indexes 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 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.

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.

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.

(continued on page 3)

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

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 and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019 continued on page 3

 

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

AZL® MVP Global Balanced Index Strategy Fund

     16.20 %      6.89 %      4.45 %      5.60 % 

MSCI World Index (gross of withholding taxes)

     28.40 %      13.20 %      9.36 %      11.59 % 

MSCI World Index (net of withholding taxes)

     27.67 %      12.57 %      8.74 %      10.96 % 

MSCI Emerging Markets Index (gross of withholding taxes)

     18.90 %      11.99 %      6.01 %      4.96 % 

MSCI Emerging Markets Index (net of withholding taxes)

     18.42 %      11.57 %      5.61 %      4.58 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      2.92 % 

Global Balanced Composite Index

     17.93 %      8.71 %      6.20 %      7.04 % 

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 Global Balanced Index Strategy Fund

     0.81 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019, as revised November 15, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. Without acquired fund fees and expenses the Fund’s gross expense ratio would be 0.68%.

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.

Effective November 15, 2019, the Fund’s performance is now measured against the Morgan Stanley Capital International, Europe World Index (“MSCI World Index”), the Morgan Stanley Capital International, Europe Emerging Markets (“MSCI EM”), the Bloomberg Barclays U.S. Aggregate Bond Index, and the Global Balanced Composite Index (“Composite“). The MSCI World Index is a broad global equity benchmark that represents large- and mid-cap equity performance across 23 developed markets countries. The MSCI EM Index captures the large- and mid-cap representation across 24 emerging markets countries: Brazil, Chile, China, Colombia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Pakistan, Peru, Philippines, Poland, Qatar, Russia, South Africa, Taiwan, Thailand, Turkey, and United Arab Emirates. 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 (45%) MSCI World Index; (5%) MSCI EM Index; and (50%) Bloomberg Barclays U.S. Aggregate Bond Index. The 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 Index noted as “gross of withholding taxes” reflects the maximum possible reinvestment of dividends with no adjustment for withholding tax deductions or tax credits. The Index noted as “net of withholding taxes” reflects the reinvestment of dividends after the deduction of withholding taxes, using (for international indexes) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Investors cannot invest directly in an index

 

 

2


AZL® MVP Global Balanced Index Strategy Fund Review (Unaudited)

 

Investment Concerns

(Continued)

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks, prior to the November 15, 2019 strategy change, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

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

FTSE World Index

     27.74 %      13.08 %      9.16 %      11.11 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      14.55 % 

FTSE World ex U.S. Index

     22.63 %      10.19 %      6.09 %      7.32 % 

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

     5.91 %      2.67 %      2.00 %      1.60 % 

FTSE (Non-USD) World Government Bond Index

     5.32 %      4.49 %      1.87 %      0.54 % 

Balanced Reference Benchmark

     16.51 %      8.48 %      5.90 %      6.54 % 

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

Prior to the Fund strategy change that was effective on November 15, 2019, the Fund’s performance was measured against the FTSE World Index, the S&P 500 Index, the FTSE World ex U.S. Index, the ICE BofA Merrill Lynch 5-Year U.S. Treasury Bond Index, the FTSE (Non-USD) World Government Bond Index, and the Balanced Reference Benchmark. The FTSE World Index 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 FTSE (Non-USD) World Government Bond Index is a market capitalization-weighted index that tracks 10 government bond indexes, excluding the U.S. The Balanced 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%) FTSE (Non-USD) World Government Bond Index. The 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 Index noted as “gross of withholding taxes” reflects the maximum possible reinvestment of dividends with no adjustment for withholding tax deductions or tax credits. The Index noted as “net of withholding taxes” reflects the reinvestment of dividends after the deduction of withholding taxes, using (for international indexes) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Investors cannot invest directly in an index.

 

 

 

3


AZL MVP Global Balanced Index Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Global 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Global Balanced Index Strategy Fund

    $ 1,000.00     $ 1,054.00     $ 3.21       0.62 %

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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Global Balanced Index Strategy Fund

    $ 1,000.00     $ 1,022.08     $ 3.16       0.62 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

 

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Common Stocks

       — † 

Preferred Stocks

       — † 

Rights

       — † 

Private Placements

      0.2 %

Convertible Bond

       — † 

Yankee Dollars

      0.1

Fixed Income Funds

      46.8

International Equity Funds

      47.8

Unaffiliated Investment Companies

       — † 
   

 

 

 

Total Investment Securities

      94.9

Net other assets (liabilities)

      5.1
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

†

Represents less than 0.05%.

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

United States

      94.8 %

Australia

      0.1

United Kingdom

       — † 

India

       — † 
   

 

 

 

Total Investment Securities

      94.9

Net other assets (liabilities)

      5.1
   

 

 

 

Net Assets

      100.0 %
   

 

 

 
 

 

4


AZL MVP Global Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2019

 

Shares            Fair Value  
Common Stocks (0.0%†):       
Oil, Gas & Consumable Fuels (0.0%†):       
  3,485      Fieldwood Energy LLC(a)    $ 63,312  
     

 

 

 
Paper & Forest Products (0.0%†):       
  386,370      Quintis Pty, Ltd.(a)(b)      281,921  
     

 

 

 
 

Total Common Stocks (Cost $344,279)

     345,233  
  

 

 

 
Preferred Stocks (0.0%†):       
Health Care Providers & Services (0.0%†):       
  143,925      Grand Rounds, Inc., Series C(a)(b)      377,084  
     

 

 

 
 

Total Preferred Stocks (Cost $375,719)

     377,084  
  

 

 

 
Right (0.0%†):       
Aerospace & Defense (0.0%†):       
  159,298      Rolls-Royce Holdings plc, Expires on 1/6/20*      211  
     

 

 

 
 

Total Right (Cost $209)

     211  
  

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  
Private Placements (0.2%):       
Household Durables (0.0%†):       
  23,389      Jawbone, 0.00%(a)(b)    $ —  
     

 

 

 
Internet Software & Services (0.1%):       
  5,547      Lookout, Inc., 0.00%(a)(b)      3,328  
  63,925      Lookout, Inc. Preferred Shares, Series F, 0.00%(a)(b)      483,912  
     

 

 

 
        487,240  
     

 

 

 
Software (0.1%):       
  116,157      Palantir Technologies, Inc., Series I*(a)(b)      687,649  
     

 

 

 
 

Total Private Placements (Cost $1,197,420)

     1,174,889  
  

 

 

 
Convertible Bond (0.0%†):       
Food Products (0.0%†):       
  400,000      REI Agro, Ltd., Registered Shares, 5.50%, 12/8/19(a)(b)(c)      —  
     

 

 

 
 

Total Convertible Bond (Cost $ — )

     —  
  

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  
Yankee Dollars (0.1%):       
Paper & Forest Products (0.1%):       
  43,015      Quintis Pty, Ltd., 7.50%, 10/1/26, Callable 10/1/21 @ 105.63(a)(b)    $ 43,015  
  730,672      Quintis Pty, Ltd., 0.00%, 10/1/28, Callable 2/10/20 @ 92(a)(b)      730,672  
     

 

 

 
 

Total Yankee Dollars (Cost $773,687)

     773,687  
  

 

 

 
Affiliated Investment Companies (94.6%):       
Fixed Income Funds (46.8%):  
  31,861,213      AZL Enhanced Bond Index Fund      357,164,200  
     

 

 

 
International Equity Funds (47.8%):  
  5,039,612      AZL MSCI Emerging Markets Equity Index Fund, Class 2      39,560,951  
  25,920,633      AZL MSCI Global Equity Index Fund      325,303,945  
     

 

 

 
        364,864,896  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $669,599,844)

     722,029,096  
  

 

 

 
Unaffiliated Investment Companies (0.0%†)       
Money Markets (0.0%†):       
  31,639      Dreyfus Treasury Securities Cash Management Fund, Institutional Shares, 1.44%(d)    $ 31,639  
     

 

 

 
 

Total Unaffiliated Investment Companies (Cost $31,639)

     31,639  
  

 

 

 
 

Total Investment Securities (Cost $672,322,797) — 94.9%(e)

     724,731,839  
 

Net other assets (liabilities) — 5.1%

     38,973,639  
  

 

 

 
 

Net Assets — 100.0%

   $ 763,705,478  
  

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2019.

 

†

Represents less than 0.05%.

 

*

Non-income producing security.

 

(a)

Rule 144A, Section 4(2) or other security which is restricted to resale to institutional investors. The sub-adviser has deemed these securities to be illiquid based on procedures approved by the Board of Trustees. As of December 31, 2019, these securities represent 0.35% of the net assets of the fund.

 

(b)

Security was valued using unobservable inputs in good faith pursuant to procedures approved by the Board of Trustees as of December 31, 2019. The total of all such securities represent 0.35% of the net assets of the fund.

 

(c)

Defaulted bond.

 

(d)

The rate represents the effective yield at December 31, 2019.

 

(e)

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

 

See accompanying notes to the financial statements.

 

5


AZL MVP Global Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2019

 

Futures Contracts

Cash of $38,205,519 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

Description   

Expiration

Date

    

Number of

Contracts

    

Notional

Amount

    

Value and

Unrealized

Appreciation/

(Depreciation)

 

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

     3/20/20        117      $ 18,901,935      $ 498,713  

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

     3/20/20        147        18,878,016        (154,296 ) 
           

 

 

 
            $ 344,417  
           

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Global Balanced Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in non-affiliates, at cost

    $ 2,722,953

Investments in affiliates, at cost

      669,599,844
   

 

 

 

Investments in non-affiliates, at value

    $ 2,702,743

Investments in affiliates, at value

      722,029,096

Segregated cash for collateral on futures contracts

      38,205,519

Interest and dividends receivable

      138,318

Foreign currency, at value (cost $1,453,395)

      1,478,123

Receivable for investments sold

      127,827

Reclaims receivable

      164,773

Prepaid expenses

      3,463
   

 

 

 

Total Assets

      764,849,862
   

 

 

 

Liabilities:

   

Cash overdraft

      819,883

Payable for capital shares redeemed

      132,181

Payable for variation margin on futures contracts

      95

Manager fees payable

      111,128

Administration fees payable

      6,712

Distribution fees payable

      15,503

Custodian fees payable

      2,099

Administrative and compliance services fees payable

      2,631

Transfer agent fees payable

      930

Trustee fees payable

      647

Other accrued liabilities

      52,575
   

 

 

 

Total Liabilities

      1,144,384
   

 

 

 

Net Assets

    $ 763,705,478
   

 

 

 

Net Assets Consist of:

   

Capital

    $ 627,945,608

Total distributable earnings

      135,759,870
   

 

 

 

Net Assets

    $ 763,705,478
   

 

 

 

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

      58,802,661

Net Asset Value (offering and redemption price per share)

    $ 12.99
   

 

 

 

 

See accompanying notes to the financial statements.

 

7


AZL MVP Global Balanced Index Strategy Fund

 

Consolidated Statement of Operations

For the Year Ended December 31, 2019

 

     For the
Period Ended
December 6, 2019*
  Period from
December 7, 2019 to
December 31, 2019
  Total Year Ended
December 31, 2019

Investment Income:

           

Dividends from affiliates

    $ 6,948,946     $ —     $ 6,948,946

Dividends from non-affiliates

      5,011,332       —       5,011,332

Interest

      3,985,622       31,513       4,017,135

Income from securities lending

      28,007       —       28,007

Foreign withholding tax

      (355,275 )       —       (355,275 )
   

 

 

     

 

 

     

 

 

 

Total Investment Income

      15,618,632       31,513       15,650,145
   

 

 

     

 

 

     

 

 

 

Expenses:

           

Manager fees

      3,381,881       45,924       3,427,805

Administration fees

      189,685       4,104       193,789

Distribution fees

      888,782       —       888,782

Custodian fees

      192,556       619       193,175

Administrative and compliance services fees

      17,398       842       18,240

Transfer agent fees

      10,767       356       11,123

Trustee fees

      58,883       2,658       61,541

Professional fees

      40,432       2,230       42,662

Shareholder reports

      24,719       1,556       26,275

Dividends on securities sold short

      9,961       —       9,961

Other expenses

      117,016       433       117,449
   

 

 

     

 

 

     

 

 

 

Net expenses

      4,932,080       58,722       4,990,802
   

 

 

     

 

 

     

 

 

 

Net Investment Income/(Loss)

      10,686,552       (27,209 )       10,659,343
   

 

 

     

 

 

     

 

 

 

Net realized and Change in net unrealized gains/(losses) on investments:

           

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

      48,833,624       20       48,833,644

Net realized gains/(losses) on affiliated securities

      2,748,542       976,139       3,724,681

Net realized gains/(losses) on futures contracts

      1,179,681       861,979       2,041,660

Net realized gains/(losses) on contracts for differences

      (132,538 )       —       (132,538 )

Net realized gains/(losses) on written options contracts

      1,160,962       —       1,160,962

Net realized gains (losses) on securities held short

      95,289       —       95,289

Net realized gains/(losses) on swap agreements

      186,647       —       186,647

Net realized gains/(losses) on forward currency contracts

      113,777       —       113,777

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

      362,371       4,222       366,593

Change in net unrealized appreciation/depreciation on affiliated securities

      35,224,333       10,302,009       45,526,342

Change in net unrealized appreciation/depreciation on futures contracts

      1,083,863       (386,718 )       697,145

Change in net unrealized appreciation/depreciation on contracts for differences

      (174,516 )       —       (174,516 )

Change in net unrealized appreciation/depreciation on written option contracts

      976,662       —       976,662

Change in net unrealized appreciation/depreciation on securities held short

      (215,020 )       —       (215,020 )

Change in net unrealized appreciation/depreciation on swap agreements

      (514,878 )       —       (514,878 )

Change in net unrealized appreciation/depreciation on forward currency contracts

      21,660       —       21,660

Change in accrued foreign tax liability

      37,925       —       37,925
   

 

 

     

 

 

     

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      90,988,384       11,757,651       102,746,035
   

 

 

     

 

 

     

 

 

 

Change in Net Assets Resulting From Operations

      101,674,936       11,730,442       113,405,378
   

 

 

     

 

 

     

 

 

 

 

*

Amounts are consolidated through December 6, 2019. (See Note 2 — Consolidation of Subsidiaries.)

 

See accompanying notes to the financial statements.

 

8


AZL MVP Global Balanced Index Strategy Fund

 

Consolidated Statements of Changes in Net Assets*

 

     For the
Year Ended
December 31, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 10,659,343     $ 11,465,490

Net realized gains/(losses) on investment transactions

      56,024,122       14,116,924

Change in unrealized appreciation/depreciation on investments

      46,721,913       (70,873,458 )

Accumulated Deconsolidation Impact (See Note 2 — Consolidation of Subsidiaries)

      (13,242,308 )       —
   

 

 

     

 

 

 

Change in net assets resulting from operations

      100,163,070       (45,291,044 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (28,337,333 )       (15,884,365 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (28,337,333 )       (15,884,365 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      2,490,030       7,902,972

Proceeds from dividends reinvested

      28,337,333       15,884,365

Value of shares redeemed

      (87,679,100 )       (61,287,105 )

Accumulated Deconsolidation Impact (See Note 2 — Consolidation of Subsidiaries)

      13,242,308       —
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (43,609,429 )       (37,499,768 )
   

 

 

     

 

 

 

Change in net assets

      28,216,308       (98,675,177 )

Net Assets:

       

Beginning of period

      735,489,170       834,164,347
   

 

 

     

 

 

 

End of period

    $ 763,705,478     $ 735,489,170
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      186,561       631,927

Dividends reinvested

      2,287,113       1,320,396

Shares redeemed

      (6,959,356 )       (4,935,276 )
   

 

 

     

 

 

 

Change in shares

      (4,485,682 )       (2,982,953 )
   

 

 

     

 

 

 

 

*

Amounts are consolidated through December 6, 2019. (See Note 2 — Consolidation of Subsidiaries.)

 

See accompanying notes to the financial statements.

 

9


AZL MVP Global Balanced Index Strategy Fund

Consolidated Financial Highlights

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

 

    Year Ended December 31,
     2019†   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 11.62     $ 12.59     $ 11.33     $ 11.69     $ 12.22
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.18 (a)       0.18       0.11       0.10       0.07

Net Realized and Unrealized Gains/(Losses) on Investments

      1.68       (0.90 )       1.20       0.27       (0.26 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.86       (0.72 )       1.31       0.37       (0.19 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                   

Net Investment Income

      (0.23 )       (0.18 )       (0.05 )       (0.31 )       (0.14 )

Net Realized Gains

      (0.26 )       (0.07 )       —       (0.42 )       (0.20 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.49 )       (0.25 )       (0.05 )       (0.73 )       (0.34 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 12.99     $ 11.62     $ 12.59     $ 11.33     $ 11.69
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      16.20 %       (5.77 )%       11.54 %       3.34 %       (1.57 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 763,705     $ 735,489     $ 834,164     $ 814,519     $ 830,363

Net Investment Income/(Loss)

      1.40 %       1.43 %       0.97 %       0.85 %       0.67 %

Expenses Before Reductions* (c)

      0.66 %       0.69 %       0.71 %       1.11 %       1.18 %

Expenses Net of Reductions*

      0.66 %       0.69 %       0.71 %       1.11 %       1.18 %

Portfolio Turnover Rate

      103 %(d)       39 %       40 %       91 %       64 %

 

*

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

 

†

The amounts shown, where applicable, are consolidated through December 6, 2019. (See Note 2 — Consolidation of Subsidiaries.)

 

(a)

Calculated using the average shares method.

 

(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)

Portfolio turnover increased significantly during the year due to change in investment strategy of the Fund.

 

See accompanying notes to the financial statements.

 

10


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Global Balanced Index Strategy Fund (formerly 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 (the “Underlying 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

Prior to December 6, 2019, 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. Effective December 6, 2019, the VIP Subsidiary was liquidated. The Fund’s Statement of Operations, Statements of Changes in Net Assets and Financial Highlights are consolidated to include the activity of the VIP Subsidiary through the period ended December 6, 2019. All intercompany transactions during this period have been eliminated. The accumulated deconsolidation impact related to income and gain/loss recorded in connection with the deconsolidation is disclosed on the Fund’s Consolidated Statements of Change in Net Assets.

Real Estate Investment Trusts

During the year ended December 31, 2019, the Fund invested in shares of real estate investment trusts (“REITs”) which report information on the source of their distributions annually. Certain distributions received from REITs during the period, which are known to be a return of capital, are recorded as a reduction to the cost of the individual REIT. A REIT may focus on particular types of projects, such as apartment complexes or shopping centers, or on particular geographic regions, or both. An investment in a REIT may be subject to certain risks similar to those associated with direct ownership of real estate, including: declines in the value of real estate; risks related to general and local economic conditions, overbuilding and competition; increases in property taxes and operating expenses; and variations in rental income.

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 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.

 

11


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

Floating Rate Loans

During the year ended December 31, 2019, the Fund invested in floating rate loans, which usually take the form of loan participations and assignments. These loans are made by banks and other large financial institutions to various companies and are typically senior in the borrowing companies’ capital structure. Coupon rates are variable and are tied to a benchmark lending rate. Loans involve a risk of loss in case of default or insolvency of the financial intermediaries who are parties to the transactions. A Fund records an investment when the borrower withdraws money and records the interest as earned.

Short Sales

During the year ended December 31, 2019, the Fund invested in short sales against the box (i.e., where the Fund owns or has an unconditional right to acquire at no additional cost a security substantially similar to the security sold short) for hedging purposes to limit exposure to a possible market decline in the value of its portfolio securities. In a short sale, the Fund sells a borrowed security and has a corresponding obligation to the lender to return the identical security. The Fund may also incur an interest expense if a security that has been sold short has an interest payment. When the Fund engages in a short sale, the Fund records a liability for securities sold short and records an asset equal to the proceeds received. The amount of the liability is subsequently marked to market to reflect the market value of the securities sold short. To borrow the security, the Fund also may be required to pay a premium, which would increase the cost of the security sold.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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

During the year ended December 31, 2019, the Fund invested 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 Schedule of Portfolio of Investments. All or a portion of any bank loans may be unfunded. The portfolio is obligated to fund any commitments at the borrower’s discretion. Therefore, the portfolio must have funds sufficient to cover its contractual obligation.

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. There were no securities on loan at December 31, 2019.

Cash collateral received in connection with securities lending is invested on behalf of the Fund in the BlackRock Liquidity FedFund, Institutional Class, a money market fund which 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 $2,573 during the year ended December 31, 2019. These fees have been netted against “Income from securities lending” on the Consolidated Statement of Operations. The Fund had no open securities lending transactions as of December 31, 2019. At December 31, 2019, there were no master netting provisions in the securities lending agreement.

TBA Purchase and Sale Commitments

During the year ended December 31, 2019, the Fund entered 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.

 

12


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

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.

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, 2019, 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. During the year ended December 31, 2019, the Fund participated in the following cross-trade transactions:

 

        Purchases      Sales      Realized
Gain/(Loss)

AZL MVP Global Balanced Index Strategy Fund

       $ 2,808,511        $ —        $ —

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.

Forward Currency Contracts

During the year ended December 31, 2019, 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, 2019, the monthly average notional amount for long contracts was $28.9 million and the monthly average notional amount for short contracts was $15.4 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, 2019, 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 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, 2019, the monthly average notional amount for long contracts was $38.5 million and the monthly average notional for short contracts was $11.2 million. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts on the Consolidated Statement of Operations.

Contracts for Difference

During the year ended December 31, 2019, the Fund invested in Contracts for Difference (“CFD”). A CFD is a privately negotiated contract between two parties, buyer and seller, stipulating that the seller will pay to or receive from the buyer the difference between the nominal value of the underlying instrument at the opening of the contract and that instrument’s value at the end of the contract. The underlying instrument may be a single security, stock basket or index. A CFD can be set up to take either a short or long position on the underlying instrument. The buyer and seller are both required to post margin, which is adjusted daily. The buyer will also pay to the seller a financing rate on the notional amount of the capital employed by the seller, less the margin deposit. A CFD is usually terminated at the buyer’s initiative. The seller of the CFD will simply match the exposure of the underlying instrument in the open market and the parties will exchange whatever payment is due.

As is the case with owning any financial instrument, there is the risk of loss associated with buying a CFD. For example, if the Fund buys a long CFD and the underlying security is worth less at the end of the contract, the Fund would be required to make a payment to the seller and would suffer a loss. Also, there may be liquidity risk if the underlying instrument

 

13


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

is illiquid because the liquidity of a CFD is based on the liquidity of the underlying instrument. CFDs also carry counterparty risk, i.e., the risk that the counterparty to the CFD transaction may be unable or unwilling to make payments or to otherwise honor its financial obligations under the terms of the contract. If the counterparty were to do so, the value of the contract, and of the Fund’s shares, may be reduced. The Fund will not enter into a CFD transaction that is inconsistent with its investment objective, policies and strategies. For the year ended December 31, 2019, the monthly average notional amount on contracts for differences was $1.4 million. Realized gains and losses are reported as “Net realized gains/(losses) on contracts for differences” on the Consolidated Statement of Operations.

Options Contracts

During the year ended December 31, 2019, 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 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.

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.

A swaption is an option to enter into a pre-defined swap agreement by some specified date in the future. The writer of the swaption becomes the counterparty to the swap if the buyer exercises their option. The interest rate swaption agreement will specify whether the buyer of the swaption will be a fixed rate receiver or a fixed rate buyer. 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 interest rates.

For the year ended December 31, 2019, the monthly average notional amount for written options contracts was $46.8 million. Realized gains and losses are reported as “Net realized gains/(losses) on options contracts” on the Consolidated Statement of Operations.

Swap Agreements

During the year ended December 31, 2019, the Fund invested 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 reported as “Payable/Receivable for variation margin on centrally cleared swap agreements” on the Consolidated Statement of Operations.

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 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, 2019, the Fund entered into 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 $16.2 million for the year ended December 31, 2019.

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.

 

14


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

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 $0.3 million for the year ended December 31, 2019.

Credit default swap agreements may have as reference obligations one or more securities that are not currently held by the Fund. The protection “buyer” in a credit default contract is generally obligated to pay the protection “seller” an upfront, periodic, or daily stream of payments over the term of the contract provided that no credit event, such as a default, on a reference obligation has occurred. If a credit event occurs, the seller generally must pay the buyer the “par value” (full notional value) of the swap in exchange for an equal face amount of deliverable obligations of the reference entity described in the swap, or the seller may be required to deliver the related net cash amount, if the swap is cash settled. A Fund may be either the buyer or seller in the transaction. If the Fund is a buyer and no credit event occurs, the Fund may recover nothing if the swap is held through its termination date. However, if a credit event occurs, the buyer generally may elect to receive the full notional value of the swap in exchange for an equal face amount of deliverable obligations of the reference entity whose value may have significantly decreased. As a seller, a Fund generally receives an upfront payment or a fixed rate of income throughout the term of the swap provided that there is no credit event. As the seller, a Fund would effectively add leverage to its portfolio because, in addition to its total net assets, a Fund would be subject to investment exposure on the notional amount of the swap.

Credit default swap agreements involve greater risks than if a Fund had invested in the reference obligation directly since, in addition to general market risks, credit default swaps are subject to illiquidity risk, counterparty risk and credit risk. A Fund will enter into credit default swap agreements only with counterparties that meet certain standards of creditworthiness. A buyer generally also will lose its investment and recover nothing should no credit event occur and the swap is held to its termination date. If a credit event were to occur, the value of any deliverable obligation received by the seller, coupled with the upfront, periodic, or daily payments previously received, may be less than the full notional value it pays to the buyer, resulting in a loss of value to the seller. The Fund’s obligations under a credit default swap agreement will be accrued daily (offset against any amounts owed to the Fund). In connection with credit default swaps in which a Fund is the buyer, the Fund will segregate or “earmark” cash or assets determined to be liquid, or enter into certain offsetting positions, with a value at least equal to the Fund’s exposure (any accrued but unpaid net amounts owed by the Fund to any counterparty), on a marked-to-market basis. In connection with credit default swaps in which a Fund is the seller, the Fund will segregate or “earmark” cash or assets determined to be liquid, or enter into offsetting positions, with a value at least equal to the full notional amount of the swap (minus any amounts owed to the Fund). Such 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.

For the year ended December 31, 2019, 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 $1.2 million for the year ended December 31, 2019.

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, 2019:

 

   

Asset Derivatives

   

Liability Derivatives

 
Primary Risk Exposure   Statement of Assets and Liabilities Location  

Total Fair

Value

    Statement of Assets and Liabilities Location  

Total Fair

Value

 

Equity Risk

     
Futures Contracts   Receivable for variation margin on futures contracts*   $ 498,713     Payable for variation margin on futures contracts*   $ —  

Interest Rate Risk

     
Futures Contracts   Receivable for variation margin on futures contracts*     —     Payable for variation margin on futures contracts*     154,296  

 

*

Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin for futures contracts are reported within the Statement of Assets and Liabilities.

The following is a summary of the effect of derivative instruments on the Consolidated Statement of Operations, categorized by risk exposure, for the year ended December 31, 2019:

 

     Net Realized Gains/(Losses)
on Derivatives Recognized as a Result from Operations
     

Net Realized

Gains/(Losses) on

Futures Contracts

  

Net Realized

Gains/(Losses)

on Contracts for

Differences

  

Net Realized

Gains/(Losses)

on Swap

Agreements

  

Net Realized

Gains/(Losses)

on Written

Options

Contracts

  

Net Realized

Gains/(Losses) on

Forward Currency

Contracts

Equity Risk

     $ 910,352      $ (132,538 )      $ 111,049      $ 854,091      $ —

Credit Risk

       —        —        10,595        —        —

Interest Rate Risk

       1,131,308        —        163,135        11,271        —

Foreign Exchange Rate Risk

       —        —        (98,132 )        295,600        113,777

 

15


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

     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

Contracts for

Differences

   Change in Net
Unrealized
Appreciation/
Depreciation
on Swap
Agreements
   Change in Net
Unrealized
Appreciation/
Depreciation
on Options
Contracts
   Change in Net
Unrealized
Appreciation/
Depreciation on
Forward  Currency
Contracts

Equity Risk

     $ 1,236,312      $ (174,516 )      $ (159,512 )      $ 890,446      $ —

Credit Risk

       —        —        17,808        —        —

Interest Rate Risk

       (539,167 )        —        (373,174 )        86,216        —

Foreign Exchange Rate Risk

       —        —        —        —        21,660

3. Fees and Transactions with Affiliates and Other Parties

The Manager provides investment advisory and management services for the Fund. 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.” 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, 2021.

For the year ended December 31, 2019, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Global Balanced 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 Consolidated Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2019, there were no contractual reimbursements subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Consolidated Statement of Operations. During the year ended December 31, 2019, 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, 2019, 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, 2019 is as follows:

 

    

Fair Value

12/31/2018

 

Purchases

at Cost

 

Proceeds

from Sales

 

Net

Realized

Gains(Losses)

 

Change in

Net Unrealized

Appreciation/

Depreciation

 

Fair Value

12/31/2019

  Shares as of
12/31/2019
 

Dividend

Income

 

Net Realized

Gains Distributions

from Affiliated

Underlying Funds

AZL Enhanced Bond Index Fund

    $ 210,006,372     $ 157,219,952     $ (22,402,450 )     $ 480,042     $ 11,860,284     $ 357,164,200       31,861,213     $ 4,761,008     $ —

AZL MSCI Global Equity Index Fund

      120,964,934       184,613,273       (14,847,689 )       3,225,588       31,347,839       325,303,945       25,920,633       2,187,938       —

AZL MSCI Emerging Markets Equity Index Fund

      —       37,739,633       (515,952 )       19,051       2,318,219       39,560,951       5,039,612       —       —
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 330,971,306     $ 379,572,858     $ (37,766,091 )     $ 3,724,681     $ 45,526,342     $ 722,029,096       62,821,458     $ 6,948,946     $ —
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Consolidated Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. 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 Consolidated Statement of Operations as “Administration fees.”

 

16


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

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, 2019, $9,071 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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, 2019, actual Trustee compensation was $1,343,125 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 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. 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.

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.

Other assets and securities for which market quotations are not readily available, or are deemed unreliable are valued at fair value as determined in good faith by the Trustees or persons acting on the behalf of the Trustees. Fair value pricing may be used for significant events such as securities whose trading has been suspended, whose price has become stale or for which there is no currently available price at the close of the NYSE. Depending on the source and relative significance of valuation inputs, these instruments may be classified as Level 2 or Level 3 in the fair value hierarchy. The Fund utilizes a pricing service to assist in determining the fair value of securities when certain significant events occur that may affect the value of foreign securities.

In accordance with procedures adopted by the Trustees, fair value pricing may be used if events materially affecting the value of foreign securities occur between the time when the exchange on which they are traded closes and the time when the Fund’s net asset value is calculated. Management identifies possible fluctuation in international securities by monitoring the increase or decrease in the value of a designated benchmark index. In the event of an increase or decrease greater than predetermined levels, the Fund may use a systematic valuation model provided by an independent third party to fair value its international equity securities which are then typically categorized as Level 2 in the fair value hierarchy.

The following is a summary of the valuation inputs used as of December 31, 2019 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total

Common Stocks+

       $ —        $ 63,312        $ 281,921        $ 345,233

Preferred Stocks

         —          —          377,084          377,084

Rights

         —          211          —          211

Private Placements

         —          —          1,174,889          1,174,889

Convertible Bonds

         —          —          — #          —

Yankee Dollars

         —          —          773,687          773,687

Affiliated Investment Companies

         722,029,096          —          —          722,029,096

Unaffiliated Investment Companies

         31,639          —          —          31,639
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         722,060,735          63,523          2,607,581          724,731,839
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         344,417          —          —          344,417
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 722,405,152        $ 63,523        $ 2,607,581        $ 725,076,256
      

 

 

        

 

 

        

 

 

        

 

 

 

 

+

For detailed industry descriptions, see the accompanying Schedule of Portfolio Investments.

 

17


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

#

Represents the interest in securities that were determined to have a value of zero at December 31, 2019.

*

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, 2019, 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 Global Balanced Index Strategy Fund

       $ 1,045,319,872        $ 1,446,812,478

For the year ended December 31, 2019, purchases and sales of long-term U.S. government securities were as follows:

 

        Purchases      Sales

AZL MVP Global Balanced Index Strategy Fund

       $ 390,244,136        $ 477,616,641

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, 2019 are identified below:

 

Security      Acquisition
Date
     Acquisition
Cost
     Shares or
Principal
Amount
     Fair
Value
     Percentage of
Net
Assets
                                    

Fieldwood Energy LLC

         3/13/18        $ 81,305        $ 3,485        $ 63,312          0.01 %

Grand Rounds, Inc., Series C

         3/31/15          399,608          143,925          377,084          0.05 %

Jawbone

         1/24/17          —          23,389          —          0.00 %

Lookout, Inc.

         3/4/15          63,364          5,547          3,328          0.00 %

Lookout, Inc. Preferred Shares, Series F

         9/19/14          730,222          63,925          483,912          0.06 %

Palantir Technologies, Inc., Series I

         3/27/14          712,042          116,157          687,649          0.09 %

Quintis Pty, Ltd.

         10/25/18          316,328          386,370          281,921          0.04 %

Quintis Pty, Ltd., 7.50%, 10/1/26, Callable 10/1/21 @ 105.63

         10/25/18          42,158          43,015          43,015          0.01 %

Quintis Pty, Ltd., 10/1/28, Callable 2/10/20 @ 92.00

         10/25/18          753,320          730,672          730,672          0.09 %

REI Agro, Ltd., Registered Shares, 5.50%, 12/8/19

         2/7/12          300,000          400,000          —          0.00 %

7. 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 Fund 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.

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, 2019 is $672,615,026. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 52,167,194  

Unrealized (depreciation)

    (50,381 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 52,116,813  
 

 

 

 

 

18


AZL MVP Global Balanced Index Strategy Fund

Notes to the Consolidated Financial Statements

December 31, 2019

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term

Capital Gains

     Total
Distributions(a)

AZL MVP Global Balanced Index Strategy Fund

       $ 13,128,660        $ 15,208,673        $ 28,337,333

 

(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, 2018 was as follows:

 

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

AZL MVP Global Balanced Index Strategy Fund

       $  15,782,716        $  101,649        $  15,884,365

 

(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, 2019, 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 Global Balanced Index Strategy Fund

       $ 66,118,824        $ 17,499,504        $ —        $ 52,141,542        $ 135,759,870

 

(a)

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

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, 2019, 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, 2019, 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. Investment activities of these shareholders could have a material impact to the Fund.

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.

 

19


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP Global Balanced Index Strategy Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP Global Balanced Index Strategy Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

20


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 24.28% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $15,208,673.

 

21


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-PORT. 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.

 

22


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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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.

 

23


The Board considered the scope and quality of services provided by the Manager and noted that the scope of such services provided has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

24


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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   None

 

25


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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.

 

26


LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.
These Funds are not FDIC Insured.    ANNRPT1219 2/20


AZL® MVP DFA Multi-Strategy Fund

Annual Report

December 31, 2019

 

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, 2019?

For the year ended December 31, 2019, the AZL® MVP DFA Multi-Strategy Fund (the “Fund”) returned 15.81%. That compared to a 31.49%, 8.72% and a 22.11% 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 pursues broad diversification across three equity sub-portfolios and one fixed income sub-portfolio. The four underlying portfolios are managed by Dimensional Fund Advisors. Generally, the Fund allocates 50% to 70% of its assets to the underlying equity funds and between 30% and 50% to the underlying fixed-income fund. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process, which is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.*

U.S. equity markets made a strong recovery in early 2019 following a challenging fourth quarter of 2018. The first quarter of 2019 saw U.S. equities return 13.65% (S&P 500), boosted by relatively strong corporate earnings and the Federal Reserve Board’s (the Fed) shift to a more dovish stance. Despite international trade tensions and sluggish global growth, equity gains persisted for the remaining three quarters of the 12-month period under review, as the Fed cut interest rates three times and the domestic economy continued to grow. The S&P 500 Index returned 31.49% for the year, while the S&P 400 Index2 returned 26.20% and the S&P 600 Index3 returned 22.78%. Continuing a longer-term trend, growth stocks outperformed value stocks for the year.

International developed market equities, as measured by the MSCI EAFE Index4, returned 22.01% for the year. International equities failed to keep pace with U.S. equities amidst growing trade tensions and slowing global growth.

The U.S. bond market also benefited from the Fed’s dovish shift, bouncing back from the heightened volatility it experienced in late 2018. Falling yields boosted bond prices, which benefited fixed-income returns.

The Fund, which invests in both U.S. and international markets, underperformed its composite benchmark in 2019. Within the Fund’s equity holdings a bias toward value stocks dragged on returns relative to the Fund’s benchmark as growth stocks outperformed value stocks. An emphasis on stocks with smaller market capitalizations also detracted from relative performance, as small-cap stocks underperformed large-cap stocks for the year.*

The Fund’s fixed income holdings underperformed its fixed income benchmark. This underperformance was due largely to security selection and a focus on higher-rated securities that limited exposure to lower-rated bond markets, such as Italy, which produced strong returns for the benchmark.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the 12-month period under review. The MVP risk management process generally maintained a neutral equity allocation for most of the year relative to its target. However, as equity markets had been exhibiting elevated volatility in late 2018, the MVP risk management process reduced equity exposure during January and early February. During this time, equity markets rallied sharply, and the Fund reduced equity exposure, which detracted from relative performance.*

 

 

Past performance does not guarantee future results.

 

*

The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2019.

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. indexes 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.

The indexes defined above are unmanaged. 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 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.

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.

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

     1
Year
   

3

Year

    Since
Inception
(4/27/15)
 

AZL® MVP DFA Multi-Strategy Fund

     15.81 %      6.92 %      5.17 % 

S&P 500 Index

     31.49 %      15.27 %      11.83 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      2.86 % 

Moderate Composite Index

     22.11 %      10.89 %      8.36 % 

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

     1.13 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. Without acquired fund fees and expenses the Fund’s gross expense ratio would be 0.29%.

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 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 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP DFA Multi-Strategy Fund, Class 1

    $ 1,000.00     $ 1,054.10     $ 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP DFA Multi-Strategy Fund, Class 1

    $ 1,000.00     $ 1,024.45     $ 0.77       0.15 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equity Funds

      45.3 %

Fixed Income Funds

      37.7

International Equity Funds

      12.2
   

 

 

 

Total Investment Securities

      95.2

Net other assets (liabilities)

      4.8
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP DFA Multi-Strategy Fund

Schedule of Portfolio Investments

December 31, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (95.2%):       
Domestic Equity Funds (45.3%):       
  2,498,162      AZL DFA U.S. Core Equity Fund    $ 33,800,127  
  857,652      AZL DFA U.S. Small Cap Fund      9,717,203  
     

 

 

 
        43,517,330  
     

 

 

 
Fixed Income Funds (37.7%):       
  3,678,572      AZL DFA Five-Year Global Fixed Income Fund      36,123,575  
     

 

 

 
International Equity Funds (12.2%):       
  1,105,172      AZL DFA International Core Equity Fund      11,692,720  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $83,142,993)

     91,333,625  
  

 

 

 
 

Total Investment Securities

  
 

(Cost $83,142,993) — 95.2%(a)

     91,333,625  
 

Net other assets (liabilities) — 4.8%

     4,625,416  
  

 

 

 
 

Net Assets — 100.0%

   $ 95,959,041  
  

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

 

 

Futures Contracts

Cash of $4,801,383 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        17      $ 2,746,435      $ 72,463  

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

     3/20/20        14        1,797,906        (12,940 ) 
           

 

 

 
            $ 59,523  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP DFA Multi-Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 83,142,993
   

 

 

 

Investments in affiliates, at value

    $ 91,333,625

Segregated cash for collateral for futures contracts

      4,801,383

Interest and dividends receivable

      5,214

Receivable for affiliated investments sold

      18,892

Prepaid expenses

      338
   

 

 

 

Total Assets

      96,159,452
   

 

 

 

Liabilities:

   

Cash overdraft

      18,892

Payable for capital shares redeemed

      165,803

Payable for variation margin on futures contracts

      95

Manager fees payable

      5,476

Administration fees payable

      5,172

Custodian fees payable

      416

Administrative and compliance services fees payable

      350

Transfer agent fees payable

      933

Trustee fees payable

      86

Other accrued liabilities

      3,188
   

 

 

 

Total Liabilities

      200,411
   

 

 

 

Net Assets

    $ 95,959,041
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 82,382,688

Total distributable earnings

      13,576,353
   

 

 

 

Net Assets

    $ 95,959,041
   

 

 

 

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

      7,973,915

Net Asset Value (offering and redemption price per share)

    $ 12.03
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 2,590,580

Interest

      84,225

Dividends from non-affiliates

      428
   

 

 

 

Total Investment Income

      2,675,233
   

 

 

 

Expenses:

   

Manager fees

      187,098

Administration fees

      58,959

Custodian fees

      2,365

Administrative and compliance services fees

      1,609

Transfer agent fees

      5,229

Trustee fees

      5,036

Professional fees

      4,295

Shareholder reports

      2,420

Other expenses

      1,864
   

 

 

 

Total expenses before reductions

      268,875

Less expenses voluntarily waived/reimbursed by the Manager

      (93,547 )

Less expense contractually waived/reimbursed by the Manager

      (34,113 )
   

 

 

 

Net expenses

      141,215
   

 

 

 

Net Investment Income/(Loss)

      2,534,018
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      (255,578 )

Net realized gains distributions from affiliated underlying funds

      3,137,615

Net realized gains/(losses) on futures contracts

      84,095

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      7,963,051

Change in net unrealized appreciation/depreciation on futures contracts

      149,087
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      11,078,270
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 13,612,288
   

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 2,534,018     $ 789,640

Net realized gains/(losses) on investments

      2,966,132       1,592,880

Change in unrealized appreciation/depreciation on investments

      8,112,138       (8,305,060 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      13,612,288       (5,922,540 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (2,271,722 )       (1,931,934 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (2,271,722 )       (1,931,934 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      6,142,438       25,192,387

Proceeds from dividends reinvested

      2,271,723       1,931,934

Value of shares redeemed

      (10,396,269 )       (10,425,833 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (1,982,108 )       16,698,488
   

 

 

     

 

 

 

Change in net assets

      9,358,458       8,844,014

Net Assets:

       

Beginning of period

      86,600,583       77,756,569
   

 

 

     

 

 

 

End of period

    $ 95,959,041     $ 86,600,583
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      538,178       2,154,661

Dividends reinvested

      200,682       169,766

Shares redeemed

      (896,500 )       (897,570 )
   

 

 

     

 

 

 

Change in shares

      (157,640 )       1,426,857
   

 

 

     

 

 

 

 

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,
2019
  Year Ended
December 31,
2018
  Year Ended
December 31,
2017
  Year Ended
December 31,
2016
 

April 27, 2015

to December 31,
2015(a)

Net Asset Value, Beginning of Period

    $ 10.65     $ 11.60     $ 10.36     $ 9.50     $ 10.00
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.31 (b)       0.08       0.09       0.05       (0.01 )

Net Realized and Unrealized Gains/(Losses) on Investments

      1.36       (0.79 )       1.21       0.81       (0.49 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.67       (0.71 )       1.30       0.86       (0.50 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.11 )       (0.08 )       (0.05 )       —       —

Net Realized Gains

      (0.18 )       (0.16 )       (0.01 )       —       —
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.29 )       (0.24 )       (0.06 )       —       —
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 12.03     $ 10.65     $ 11.60     $ 10.36     $ 9.50
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

      15.81 %       (6.22 )%       12.55 %       9.05 %       (5.00 )%(d)

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 95,959     $ 86,601     $ 77,757     $ 53,326     $ 26,087

Net Investment Income/(Loss)(e)

      2.71 %       0.91 %       0.96 %       0.71 %       (0.14 )%

Expenses Before Reductions*(e)(f)

      0.29 %       0.29 %       0.30 %       0.36 %       0.52 %

Expenses Net of Reductions*(e)

      0.15 %       0.15 %       0.15 %       0.15 %       0.14 %

Portfolio Turnover Rate

      10 %       16 %       15 %       15 %       2 %(d)

 

*

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

 

(a)

For the period April 27, 2015 (commencement of share class) to December 31, 2015.

 

(b)

Calculated using the average shares method.

 

(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.

 

See accompanying notes to the financial statements.

 

7


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services—Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $4.3 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 72,463     Payable for variation margin on futures contracts   $ –  

Interest Rate Risk

     
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     12,940  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ (40,417 )     $ 199,690  

Interest Rate Risk

     
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/ Change net in unrealized appreciation/depreciation on futures contracts      124,512        (50,603 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate*      Annual Expense Limit

AZL MVP DFA Multi-Strategy Fund

         0.20 %          0.15 %

 

*

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.

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.”

 

9


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

At December 31, 2019, the contractual reimbursements subject to repayment by the Fund in subsequent years were as follows:

 

        Expires
12/31/2020
     Expires
12/31/2021
     Expires
12/31/2022
     Total

AZL MVP DFA Multi-Strategy Fund

       $ 30,855        $ 32,488        $ 34,113        $ 97,456

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 Statement of Operations.

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2019, 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, 2019 is as follows:

 

      Fair Value
12/31/2018
   Purchases
at Cost
   Proceeds
from Sales
  Net
Realized
Gains(Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/2019
   Shares as of
12/31/2019
   Dividend
Income
   Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL DFA Five-Year Global Fixed Income Fund

     $ 34,590,662      $ 4,394,131      $ (2,061,528 )     $ 36,465     $ (836,155 )     $ 36,123,575        3,678,572      $ 2,020,682      $ —  

AZL DFA International Core Equity Fund

       10,265,090        1,070,652        (1,220,491 )       (141,659 )       1,719,128       11,692,720        1,105,172        161,801        365,397

AZL DFA U.S. Core Equity Fund

       29,427,162        3,570,266        (5,128,500 )       (40,413 )       5,971,612       33,800,127        2,498,162        363,183        2,078,969

AZL DFA U.S. Small Cap Fund

       8,139,889        1,231,866        (653,047 )       (109,971 )       1,108,466       9,717,203        857,652        44,914        693,249
    

 

 

      

 

 

      

 

 

     

 

 

     

 

 

     

 

 

      

 

 

      

 

 

      

 

 

 
     $  82,422,803      $  10,266,915      $ (9,063,566 )     $ (255,578 )     $ 7,963,051     $ 91,333,625        8,139,558      $ 2,590,580      $ 3,137,615
    

 

 

      

 

 

      

 

 

     

 

 

     

 

 

     

 

 

      

 

 

      

 

 

      

 

 

 

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 SEC. 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, 2019, $1,110 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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 Trust in proportion to the assets under management of each trust. During the year ended December 31, 2019, actual Trustee compensation was $1,343,125 in total for both trusts.

 

10


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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 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.

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 91,333,625        $ —        $ —        $ 91,333,625
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         91,333,625          —          —          91,333,625
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         59,523          —          —          59,523
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 91,393,148        $ —        $ —        $ 91,393,148
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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

       $ 10,266,915        $ 9,063,566

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 Fund 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, 2019 is $83,600,037. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 8,305,147  

Unrealized (depreciation)

    (571,559 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 7,733,588  
 

 

 

 

 

11


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP DFA Multi-Strategy Fund

       $ 874,736        $ 1,396,986        $ 2,271,722

 

(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, 2018 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP DFA Multi-Strategy Fund

       $ 817,569        $ 1,114,365        $ 1,931,934

 

(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, 2019, 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

       $ 2,866,504        $ 3,417,854        $ —        $ 7,733,588        $ 14,017,946

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales, straddles and mark-to-market of futures contracts.

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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership in excess of 90% of the Fund. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP DFA Multi-Strategy Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP DFA Multi-Strategy Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 49.09% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $1,396,986.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings.. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.    ANNRPT1219 2/20


AZL® MVP Fidelity Institutional Asset Management

Multi-Strategy Fund

Annual Report

December 31, 2019

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 Fidelity Institutional Asset Management Multi-Strategy Fund Review (Unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL® MVP Fidelity Institutional Asset Management Multi-Strategy Fund.

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

What factors affected the Fund’s performance for year ended December 31, 2019?

For the year ended December 31, 2019, the AZL® MVP Fidelity Institutional Asset Management Multi-Strategy Fund (the “Fund”) returned 16.25%. That compared to a 31.49%, 8.72% and a 17.55% total return for its benchmarks, the S&P 500 Index1, the Bloomberg Barclays U.S. Aggregate Bond Index1, and the Income & Growth Composite Index1, respectively.

The Fund currently invests in one underlying fund, the AZL® Fidelity Institutional Asset Management 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 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 volatility.*

U.S. equity markets made a strong recovery in early 2019 following a challenging fourth quarter of 2018. The first quarter of 2019 saw U.S. equities return 13.65% (S&P 500), boosted by relatively strong corporate earnings and the Federal Reserve Board’s (the Fed) shift to a more dovish stance. Despite international trade tensions and sluggish global growth, equity gains persisted for the remaining three quarters of the 12-month period under review, as the Fed cut interest rates three times and the domestic economy continued to grow.

The U.S. bond market also benefited from the Fed’s dovish shift, bouncing back from the heightened volatility it experienced in late 2018. Falling yields boosted fixed-income returns. In particular, September saw 10-year Treasury yields fall to levels last seen in July 2016. Although the Treasury yield curve was partially inverted at the beginning of the year, generating fears of an imminent recession, the curve flattened during the period and steepened in the fourth quarter. Meanwhile, a reduction in credit spreads led corporate bonds and other credit-sensitive bonds to outperform U.S. Government bonds, as investors aimed for higher returns from relatively riskier securities.

The Fund underperformed its composite benchmark during the 12-month period under review, and the Fund’s equity component underperformed the equity benchmark, the S&P 500. Both risk- and growth-oriented stocks performed well during the period compared to stocks displaying attractive valuation. This environment hurt relative results, as the Fund favors value-oriented stocks and generally avoids large overweight positions in more expensive and riskier

companies. As such, stock selection was a leading detractor from relative returns, particularly in the healthcare, consumer discretionary and industrials sectors. In contrast, stock selection in materials contributed to relative returns, as did sector allocation, particularly an underweight position in the underperforming energy sector and an overweight to the outperforming communication sector.*

Benefiting from the recovery in risk assets, the Fund’s fixed-income component outperformed its fixed income benchmark, the Bloomberg Barclays U.S. Aggregate Bond Index. Overweight positions in high-yield bonds and investment-grade corporate bonds helped boost the Fund’s relative returns. Both categories saw meaningful reductions in spread as fear of an imminent recession subsided. Within investment-grade corporate bonds, the Fund’s relative results benefited from an overweight position in financials and strong selection among U.S. and European banks, real estate investment trusts (REITs)2 and industrials.*

The Fund held futures to equitize its cash positions during the period. The exposure to this form of derivatives did not materially affect the Fund’s performance.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the 12-month period under review. The MVP risk management process generally maintained a neutral equity allocation for most of the year relative to its target. However, as equity markets had been exhibiting elevated volatility in late 2018, the MVP risk management process reduced equity exposure during January and early February. During this time, equity markets rallied sharply, and the Fund reduced equity exposure, which detracted from relative performance.*

 

 

Past performance does not guarantee future results.

 

*

The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2019.

1 

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

2 

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

The indexes defined above are unmanaged. Investors cannot invest directly in an index.

 
 

 

1


AZL® MVP Fidelity Institutional Asset Management 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® Fidelity Institutional Asset Management 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.

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.

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.

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.

High-yield bonds have a higher risk of default or other adverse credit events, but have the potential to pay higher earnings over investment-grade bonds. The higher risk of default, or the inability of the creditor to repay its debt, is the primary reason for the higher interest rates on high-yield bonds.

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

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

    1
Year
    3
Year
    5
Year
    Since
Inception
(4/30/12)
 

AZL® MVP Fidelity Institutional Asset Management Multi-Strategy Fund

    16.25 %      8.06 %      3.60 %      5.76 % 

S&P 500 Index

    31.49 %      15.27 %      11.70 %      13.90 % 

Bloomberg Barclays U.S. Aggregate Bond Index

    8.72 %      4.03 %      3.05 %      2.84 % 

Income & Growth Composite Index

    17.55 %      8.64 %      6.62 %      7.31 % 

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

 

Expense Ratio

   Gross  

AZL® MVP Fidelity Institutional Asset Management Multi-Strategy Fund

     0.81 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. 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 Income & 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 (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 FIAM Multi-Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP FIAM 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
7/1/19
  Ending
Account Value
12/31/19
 

Expenses Paid
During Period

7/1/19 - 12/31/19*

 

Annualized Expense
Ratio During Period

7/1/19 - 12/31/19

AZL MVP FIAM Multi-Strategy Fund

    $ 1,000.00     $ 1,058.20     $ 0.73       0.14 %

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

 

     Beginning
Account Value
7/1/19
  Ending
Account Value
12/31/19
 

Expenses Paid

During Period

7/1/19 - 12/31/19*

 

Annualized Expense
Ratio During Period

7/1/19 - 12/31/19

AZL MVP FIAM Multi-Strategy Fund

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

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Balanced Funds

      95.0 %
   

 

 

 

Total Investment Securities

      95.0

Net other assets (liabilities)

      5.0
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP FIAM Multi-Strategy Fund

Schedule of Portfolio Investments

December 31, 2019

 

Shares            Fair Value  
Affiliated Investment Company (95.0%):       
Balanced Funds (95.0%):       
  18,749,225      AZL Fidelity Institutional Asset Management Multi-Strategy Fund    $ 252,177,078  
     

 

 

 
 

Total Affiliated Investment Company (Cost $235,266,314)

     252,177,078  
     

 

 

 
 

Total Investment Securities (Cost $235,266,314) — 95.0%(a)

     252,177,078  
 

Net other assets (liabilities) — 5.0%

     13,185,758  
     

 

 

 
 

Net Assets — 100.0%

   $ 265,362,836  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

 

 

Futures Contracts

Cash of $13,278,017 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        32      $ 5,169,760      $ 136,400  

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

     3/20/20        61        7,833,734        (63,984 ) 
           

 

 

 
            $ 72,416  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP FIAM Multi-Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 235,266,314
   

 

 

 

Investments in affiliates, at value

    $ 252,177,078

Segregated cash for collateral for futures contracts

      13,278,017

Interest and dividends receivable

      14,373

Receivable for affiliated investments sold

      51,976

Prepaid expenses

      1,194
   

 

 

 

Total Assets

      265,522,638
   

 

 

 

Liabilities:

   

Cash overdraft

      51,976

Payable for capital shares redeemed

      67,421

Payable for variation margin on futures contracts

      95

Manager fees payable

      22,466

Administration fees payable

      5,173

Custodian fees payable

      657

Administrative and compliance services fees payable

      955

Transfer agent fees payable

      932

Trustee fees payable

      235

Other accrued liabilities

      9,892
   

 

 

 

Total Liabilities

      159,802
   

 

 

 

Net Assets

    $ 265,362,836
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 249,169,246

Total distributable earnings

      16,193,590
   

 

 

 

Net Assets

    $ 265,362,836
   

 

 

 

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

      21,285,222

Net Asset Value (offering and redemption price per share)

    $ 12.47
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 5,949,403

Interest

      219,816

Dividends from non-affiliates

      811
   

 

 

 

Total Investment Income

      6,170,030
   

 

 

 

Expenses:

   

Manager fees

      259,108

Administration fees

      61,543

Custodian fees

      3,770

Administrative and compliance services fees

      4,556

Transfer agent fees

      5,428

Trustee fees

      14,376

Professional fees

      12,168

Shareholder reports

      8,362

Other expenses

      451
   

 

 

 

Total expenses

      369,762
   

 

 

 

Net Investment Income/(Loss)

      5,800,268
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      (399,143 )

Net realized gains distributions from affiliated underlying funds

      9,909,571

Net realized gains/(losses) on futures contracts

      (643,277 )

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      23,641,612

Change in net unrealized appreciation/depreciation on futures contracts

      456,454
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      32,965,217
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 38,765,485
   

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


AZL MVP FIAM Multi-Strategy Fund

 

Statements of Changes in Net Assets

 

     For the
Year Ended
December 31, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 5,800,268     $ 5,579,060

Net realized gains/(losses) on investments

      8,867,151       8,804,731

Change in unrealized appreciation/depreciation on investments

      24,098,066       (19,711,412 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      38,765,485       (5,327,621 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (10,251,946 )       (8,614,102 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (10,251,946 )       (8,614,102 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      5,726,042       5,246,612

Proceeds from dividends reinvested

      10,251,946       8,614,102

Value of shares redeemed

      (25,065,091 )       (28,825,642 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (9,087,103 )       (14,964,928 )
   

 

 

     

 

 

 

Change in net assets

      19,426,436       (28,906,651 )

Net Assets:

       

Beginning of period

      245,936,400       274,843,051
   

 

 

     

 

 

 

End of period

    $ 265,362,836     $ 245,936,400
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      473,992       448,193

Dividends reinvested

      860,062       749,704

Shares redeemed

      (2,070,600 )       (2,447,578 )
   

 

 

     

 

 

 

Change in shares

      (736,546 )       (1,249,681 )
   

 

 

     

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP FIAM Multi-Strategy Fund

Financial Highlights

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

 

    Year Ended December 31,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 11.17     $ 11.81     $ 10.79     $ 11.33     $ 12.49
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.27 (a)       0.28       — (b)       0.15       0.43

Net Realized and Unrealized Gains/(Losses) on Investments

      1.52       (0.52 )       1.17       (0.07 )       (1.20 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.79       (0.24 )       1.17       0.08       (0.77 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.49 )       (0.40 )       (0.15 )       (0.45 )       (0.18 )

Net Realized Gains

      —       —       —       (0.17 )       (0.21 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.49 )       (0.40 )       (0.15 )       (0.62 )       (0.39 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 12.47     $ 11.17     $ 11.81     $ 10.79     $ 11.33
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

      16.25 %       (2.14 )%       10.93 %       0.82 %       (6.21 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 265,363     $ 245,936     $ 274,843     $ 287,156     $ 307,668

Net Investment Income/(Loss)

      2.24 %       2.12 %       (0.09 )%       1.25 %       3.85 %

Expenses Before Reductions*(d)

      0.14 %       0.14 %       0.13 %       0.13 %       0.15 %

Expenses Net of Reductions*

      0.14 %       0.14 %       0.13 %       0.13 %       0.15 %

Portfolio Turnover Rate

      7 %       7 %       4 %       4 %       4 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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)

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 FIAM Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP FIAM 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP FIAM Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $11.8 million and the monthly average notional amount for short contracts was $0.90 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 136,400     Payable for variation margin on futures contracts   $ —  

Interest Rate Risk

     
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     63,984  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ (1,157,143 )     $ 685,575  

Interest Rate Risk

     
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/ Change net in unrealized appreciation/depreciation on futures contracts      513,866        (229,121 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP FIAM 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, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, there were no voluntary waivers.

 

9


AZL MVP FIAM Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds
from Sales
  Net
Realized
Gains (Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/2019
  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL FIAM Multi-Strategy Fund

    $ 234,683,127     $ 17,894,646     $ (23,643,164 )     $ (399,143 )     $ 23,641,612     $ 252,177,078       18,749,225     $ 5,949,403     $ 9,909,571
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 234,683,127     $ 17,894,646     $ (23,643,164 )     $ (399,143 )     $ 23,641,612     $ 252,177,078       18,749,225     $ 5,949,403     $ 9,909,571
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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, 2019, $3,069 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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, 2019, actual Trustee compensation was $1,343,125 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 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 FIAM Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 252,177,078        $ —        $ —        $ 252,177,078
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         252,177,078          —          —          252,177,078
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         72,416          —          —          72,416
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 252,249,494        $ —        $ —        $ 252,249,494
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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 FIAM Multi-Strategy Fund

       $ 17,894,646        $ 23,643,164

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 Fund 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, 2019 is $238,312,819. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 13,864,259  

Unrealized (depreciation)

    —  
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 13,864,259  
 

 

 

 

As of the end of its tax year ended December 31, 2019, the Fund has capital loss carry forwards (“CLCFs”) as summarized in the table below. The Board does not intend to authorize a distribution of any realized gain for the Fund until any applicable CLCF has been offset.

During the year ended December 31, 2019, the Fund utilized $8,477,151 in CLCFs to offset capital gains.

CLCF’s not subject to expiration:

 

        Short-Term
Amount
     Long-Term
Amount
     Total
Amount

AZL MVP FIAM Multi-Strategy Fund

       $ 4,375,900        $ —        $ 4,375,900

 

11


AZL MVP FIAM Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

                        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL MVP FIAM Multi-Strategy Fund

                     $ 10,251,946        $ —        $ 10,251,946

 

(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, 2018 was as follows:

 

                        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL MVP FIAM Multi-Strategy Fund

                     $ 8,614,102        $ —        $ 8,614,102

 

(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, 2019, 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 FIAM Multi-Strategy Fund

       $ 6,705,231        $ —        $ (4,375,900 )        $ 13,864,259        $ 16,193,590

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales and mark-to-market of futures contracts.

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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership in excess of 85% of the Fund. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP Fidelity Institutional Asset Management Multi-Strategy Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP Fidelity Institutional Asset Management Multi-Strategy Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 22.50% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

 

14


Other Information (Unaudited)

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

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

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings.. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.    ANNRPT1219 2/20


AZL MVP FusionSM Dynamic Balanced Fund

Annual Report

December 31, 2019

 

 

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, 2019?

For the year ended December 31, 2019, the AZL MVP FusionSM Dynamic Balanced Fund (the “Fund”) returned 15.76%. That compared to a 31.49%, 8.72% and 19.82% 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 volatility.*

U.S. equities gained a robust 13.65% (S&P 500) in the first quarter of the 12-month period under review, before posting gains that are more modest in the remaining three quarters. Stocks reacted favorably to the Federal Reserve Board’s (the Fed) shift to a more dovish stance and a generally positive earnings environment, while generally shrugging off international trade tensions and stagnating global growth. The S&P 500 Index returned 31.49% for the year, while the S&P 400 Index2 returned 26.20% and the S&P 600 Index3 returned 22.78%. Growth stocks continued a longer-term trend, outperforming value stocks for the year.

International developed market equities, as measured by the MSCI EAFE Index4, returned 22.01% for the year. Emerging markets equities, as measured by the MSCI EM Index5, returned 18.42%. International equities failed to keep pace with U.S. equities, grappling with trade tensions and slowing global growth. Both developed and emerging international equities underperformed U.S. equities during the first three quarters of the year, but were generally in line with U.S. equities during the fourth quarter. Emerging market equities outperformed both U.S. and developed international equities in the fourth quarter.

U.S. bonds gained during the year, as the Bloomberg Barclays U.S. Aggregate Bond Index returned 8.72%. Yields mostly declined throughout the year as the Fed cut interest rates three times. In September, 10-year Treasury yields fell to lows not seen since July 2016. Although the Treasury yield curve was partially inverted at the beginning of the year, the curve continued to flatten during the first three quarters, with the two-year Treasury briefly out-yielding the 10-year Treasury in August, before steepening in the fourth quarter. Meanwhile, credit spreads tightened during the year, leading corporate bonds and other credit-sensitive bonds to outperform U.S. Government bonds.

The Fund, which invests in both U.S. and international markets, underperformed its composite benchmark in 2019. The Fund faced headwinds from its overweight to international equities, including emerging markets, which underperformed U.S. equities. In addition, its overweight to mid- and small-cap U.S. equities detracted from relative performance for the year. The Fund was also negatively affected by its exposure to U.S. value stocks, as growth stocks outperformed value stocks during the period.*

Additionally, security and sector selection had a net negative impact on the Fund’s equity holdings. The fixed income holdings slightly underperformed the Fund’s fixed income benchmark, mostly due to exposure to some underlying funds with duration exposure that was shorter than the benchmark’s.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the 12-month period under review. The MVP risk management process largely maintained a neutral equity allocation for most of the year relative to its target, which modestly detracted from relative performance 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, 2019.

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. indexes 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.

The indexes defined above are unmanaged. 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.

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.

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.

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL MVP FusionSM Dynamic Balanced Fund

     15.76 %      7.12 %      5.04 %      6.22 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      13.56 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      3.75 % 

Balanced Composite Index

     19.82 %      9.77 %      7.49 %      8.83 % 

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

     0.94 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. 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
7/1/19
  Ending
Account Value
12/31/19
 

Expenses Paid

During Period
7/1/19 - 12/31/19*

  Annualized Expense
Ratio During Period
7/1/19 -  12/31/19

AZL MVP Fusion Dynamic Balanced Fund

    $ 1,000.00     $ 1,050.90     $ 1.14       0.22 %

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

 

     Beginning
Account Value
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 -  12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 -  12/31/19

AZL MVP Fusion Dynamic Balanced Fund

    $ 1,000.00     $ 1,024.10     $ 1.12       0.22 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income Funds

      47.6 %

Domestic Equity Funds

      30.0

International Equity Funds

      17.5
   

 

 

 

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, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (95.1%):  
Domestic Equity Funds (30.0%):  
  2,050,766      AZL DFA U.S. Core Equity Fund    $ 27,746,863  
  1,220,574      AZL DFA U.S. Small Cap Fund      13,829,105  
  1,342,800      AZL Gateway Fund      18,476,933  
  2,318,315      AZL Mid Cap Index Fund, Class 2      50,794,287  
  3,583,711      AZL Russell 1000 Growth Index Fund, Class 2      57,697,744  
  6,516,220      AZL Russell 1000 Value Index Fund, Class 2      85,557,963  
  1,742,319      AZL Small Cap Stock Index Fund, Class 2      23,050,878  
     

 

 

 
        277,153,773  
     

 

 

 
Fixed Income Funds (47.6%):  
  6,176,636      AZL Enhanced Bond Index Fund      69,240,091  
  8,789,516      AZL Fidelity Institutional Asset Management Total Bond Fund, Class 2      92,289,921  
  8,747,907      AZL MetWest Total Return Bond Fund      92,290,422  
  4,263,366      PIMCO VIT Income Portfolio      46,342,785  
Shares            Fair Value  
Affiliated Investment Companies, continued  
Fixed Income Funds, continued  
  4,540,440      PIMCO VIT Low Duration Portfolio    $ 46,312,486  
  8,387,816      PIMCO VIT Total Return Portfolio      92,433,727  
     

 

 

 
        438,909,432  
     

 

 

 
International Equity Funds (17.5%):  
  3,072,143      AZL DFA International Core Equity Fund      32,503,268  
  5,371,326      AZL International Index Fund, Class 2      90,184,558  
  5,006,761      AZL MSCI Emerging Markets Equity Index Fund, Class 2      39,303,075  
     

 

 

 
        161,990,901  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $809,335,951)

     878,054,106  
     

 

 

 
 

Total Investment Securities (Cost $809,335,951) — 95.1%(a)

     878,054,106  
 

Net other assets (liabilities) — 4.9%

     45,665,056  
     

 

 

 
 

Net Assets — 100.0%

   $ 923,719,162  
     

 

 

 
 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

Futures Contracts

Cash of $46,157,846 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        143      $ 23,102,365      $ 605,640  

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

     3/20/20        179        22,987,516        (190,227 ) 
           

 

 

 
            $ 415,413  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Dynamic Balanced Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 809,335,951
   

 

 

 

Investments in affiliates, at value

    $ 878,054,106

Segregated cash for collateral for futures contracts

      46,157,846

Interest and dividends receivable

      499,365

Receivable for investments sold

      709,637

Receivable for variation margin on futures contracts

      271

Prepaid expenses

      3,344
   

 

 

 

Total Assets

      925,424,569
   

 

 

 

Liabilities:

   

Cash overdraft

      709,637

Payable for affiliated investments purchased

      448,479

Payable for capital shares redeemed

      346,665

Manager fees payable

      159,032

Administration fees payable

      5,331

Custodian fees payable

      1,920

Administrative and compliance services fees payable

      3,312

Transfer agent fees payable

      958

Trustee fees payable

      815

Other accrued liabilities

      29,258
   

 

 

 

Total Liabilities

      1,705,407
   

 

 

 

Net Assets

    $ 923,719,162
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 812,758,432

Total distributable earnings

      110,960,730
   

 

 

 

Net Assets

    $ 923,719,162
   

 

 

 

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

      82,211,494

Net Asset Value (offering and redemption price per share)

    $ 11.24
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 19,680,377

Interest

      859,190

Dividends from non-affiliates

      73
   

 

 

 

Total Investment Income

      20,539,640
   

 

 

 

Expenses:

   

Manager fees

      1,891,251

Administration fees

      66,192

Custodian fees

      11,031

Administrative and compliance services fees

      16,534

Transfer agent fees

      5,714

Trustee fees

      52,341

Professional fees

      43,757

Shareholder reports

      21,734

Other expenses

      20,029
   

 

 

 

Total expenses

      2,128,583
   

 

 

 

Net Investment Income/(Loss)

      18,411,057
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      (1,033,960 )

Net realized gains distributions from affiliated underlying funds

      21,870,482

Net realized gains/(losses) on futures contracts

      5,745,968

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      92,143,185

Change in net unrealized appreciation/depreciation on futures contracts

      585,449
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      119,311,124
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 137,722,181
   

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 18,411,057     $ 17,911,628

Net realized gains/(losses) on investments

      26,582,490       46,615,686

Change in unrealized appreciation/depreciation on investments

      92,728,634       (117,516,408 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      137,722,181       (52,989,094 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (64,799,704 )       (72,295,259 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (64,799,704 )       (72,295,259 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      8,302,232       4,808,540

Proceeds from dividends reinvested

      64,799,703       72,295,258

Value of shares redeemed

      (141,510,927 )       (132,108,153 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (68,408,992 )       (55,004,355 )
   

 

 

     

 

 

 

Change in net assets

      4,513,485       (180,288,708 )

Net Assets:

       

Beginning of period

      919,205,677       1,099,494,385
   

 

 

     

 

 

 

End of period

    $ 923,719,162     $ 919,205,677
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      741,146       414,118

Dividends reinvested

      6,056,047       6,650,898

Shares redeemed

      (12,633,958 )       (11,356,593 )
   

 

 

     

 

 

 

Change in shares

      (5,836,765 )       (4,291,577 )
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 10.44     $ 11.91     $ 11.88     $ 12.15     $ 13.03
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.22 (a)       0.22       0.14       0.20       0.24

Net Realized and Unrealized Gains/(Losses) on Investments

      1.38       (0.83 )       1.27       0.44       (0.42 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.60       (0.61 )       1.41       0.64       (0.18 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.29 )       (0.15 )       (0.22 )       (0.29 )       (0.17 )

Net Realized Gains

      (0.51 )       (0.71 )       (1.16 )       (0.62 )       (0.53 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.80 )       (0.86 )       (1.38 )       (0.91 )       (0.70 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 11.24     $ 10.44     $ 11.91     $ 11.88     $ 12.15
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      15.76 %       (5.40 )%       12.23 %       5.40 %       (1.27 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 923,719     $ 919,206     $ 1,099,494     $ 1,102,124     $ 1,171,370

Net Investment Income/(Loss)

      1.95 %       1.74 %       1.00 %       1.48 %       1.80 %

Expenses Before Reductions*(c)

      0.23 %       0.22 %       0.22 %       0.22 %       0.22 %

Expenses Net of Reductions*

      0.23 %       0.22 %       0.22 %       0.22 %       0.22 %

Portfolio Turnover Rate

      12 %       15 %       17 %       52 %       11 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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 Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $47.1 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 605,640     Payable for variation margin on futures contracts   $ —  

Interest Rate Risk

       
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     190,227  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ 4,056,423      $ 1,307,724  

Interest Rate Risk

       
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/ Change net in unrealized appreciation/depreciation on futures contracts      1,689,545        (722,275 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due 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, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, there were no voluntary waivers.

 

9


AZL MVP Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds
from Sales
  Net
Realized
Gains(Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/2019
  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL DFA International Core Equity Fund

    $ 31,074,885     $ 1,650,683     $ (4,903,525 )      $ 265,607     $ 4,415,618     $ 32,503,268       3,072,143     $ 470,791     $ 1,063,193

AZL DFA U.S. Core Equity Fund

      26,082,825       2,184,574       (5,712,738 )       1,074,414       4,117,788       27,746,863       2,050,766       313,102       1,792,290

AZL DFA U.S. Small Cap Fund

      12,576,387       1,108,143       (1,383,823 )       (27,669 )       1,556,067       13,829,105       1,220,574       67,153       1,036,500

AZL Enhanced Bond Index Fund

      24,998,381       49,253,313       (7,918,414 )       144,253       2,762,558       69,240,091       6,176,636       1,633,645       —

AZL FIAM Total Bond Fund

      94,748,453       2,851,003       (11,889,766 )       491,545       6,088,686       92,289,921       8,789,516       2,747,643       —

AZL Gateway Fund

      18,826,965       186,049       (2,322,161 )       117,623       1,668,457       18,476,933       1,342,800       186,048       —

AZL International Index Fund, Class 2

      79,541,619       12,212,577       (15,667,050 )       138,630       13,958,782       90,184,558       5,371,326       2,144,589       548,546

AZL MetWest Total Return Bond Fund

      94,819,701       2,700,843       (10,724,697 )       526,588       4,967,987       92,290,422       8,747,907       2,296,504       —

AZL Mid Cap Index Fund, Class 2

      47,424,477       5,360,208       (9,672,079 )       (1,101,758 )       8,783,439       50,794,287       2,318,315       547,513       3,434,183

AZL MSCI Emerging Markets Equity Fund, Class 2

      48,923,903       2,394,946       (18,132,645 )       120,730       5,996,141       39,303,075       5,006,761       675,552       938,165

AZL Russell 1000 Growth Index Fund, Class 2

      55,153,230       7,718,773       (16,162,119 )       1,023,637       9,964,223       57,697,744       3,583,711       449,795       6,535,432

AZL Russell 1000 Value Index Fund, Class 2

      81,029,766       7,333,929       (16,891,983 )       (1,787,033 )       15,873,284       85,557,963       6,516,220       1,700,590       4,266,785

AZL Small Cap Stock Index Fund, Class 2

      20,551,930       2,950,622       (2,529,711 )       (590,988 )       2,669,025       23,050,878       1,742,319       221,541       2,255,388

PIMCO VIT Income Portfolio

      48,819,022       1,631,268       (6,355,909 )       209,565       2,038,839       46,342,785       4,263,366       1,631,267       —

PIMCO VIT Low Duration Portfolio

      94,757,327       1,739,319       (50,985,682 )       (2,007,967 )       2,809,489       46,312,486       4,540,440       1,739,320       —

PIMCO VIT Total Return Portfolio

      94,968,410       3,069,820       (10,446,168 )       368,863       4,472,802       92,433,727       8,387,816       2,855,324       —
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 874,297,281     $ 104,346,070     $ (191,698,470 )     $ (1,033,960 )     $ 92,143,185     $ 878,054,106       73,130,616     $ 19,680,377     $ 21,870,482
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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, 2019, $11,285 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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, 2019, actual Trustee compensation was $1,343,125 in total for both trusts.

 

10


AZL MVP Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2019

 

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 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.

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 878,054,106        $ —        $ —        $ 878,054,106
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         878,054,106          —          —          878,054,106
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         415,413          —          —          415,413
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 878,469,519        $ —        $ —        $ 878,469,519
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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

       $ 104,346,070        $ 191,698,470

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 Fund 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, 2019 is $ 812,357,375. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 69,281,861  

Unrealized (depreciation)

    (3,585,130 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 65,696,731  
 

 

 

 

 

11


AZL MVP Fusion Dynamic Balanced Fund

Notes to the Financial Statements

December 31, 2019

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Balanced Fund

       $ 23,611,101        $ 41,188,603        $ 64,799,704

 

(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, 2018 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Balanced Fund

       $ 21,121,964        $ 51,173,295        $ 72,295,259

 

(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, 2019, 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

       $ 21,984,454        $ 23,279,545        $ —          $ 65,696,731        $ 110,960,730

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales and mark-to-market of futures contracts.

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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership in excess of 90% of the Fund. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP Fusion Dynamic Balanced Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP Fusion Dynamic Balanced Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 29.11% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $41,188,603.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.    ANNRPT1219 2/20


AZL MVP FusionSM Dynamic Conservative Fund

Annual Report

December 31, 2019

 

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, 2019?

For the year ended December 31, 2019, the AZL MVP FusionSM Dynamic Conservative Fund (the “Fund”) returned 13.54%. That compared to a 31.49%, 8.72% and a 16.43% 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 volatility.*

U.S. equities gained a robust 13.65% (S&P 500) in the first quarter of the 12-month period under review, before posting gains that are more modest in the remaining three quarters. Stocks reacted favorably to the Federal Reserve Board’s (the Fed) shift to a more dovish stance and a generally positive earnings environment, while generally shrugging off international trade tensions and stagnating global growth. The S&P 500 Index returned 31.49% for the year, while the S&P 400 Index2 returned 26.20% and the S&P 600 Index3 returned 22.78%. Growth stocks continued a longer-term trend, outperforming value stocks for the year.

International developed market equities, as measured by the MSCI EAFE Index4, returned 22.01% for the year. Emerging markets equities, as measured by the MSCI EM Index5, returned 18.42%. International equities failed to keep pace with U.S. equities, grappling with trade tensions and slowing global growth. Both developed and emerging international equities underperformed U.S. equities during the first three quarters of the year, but were generally in line with U.S. equities during the fourth quarter. Emerging market equities outperformed both U.S. and developed international equities in the fourth quarter.

U.S. bonds gained during the year, as the Bloomberg Barclays U.S. Aggregate Bond Index returned 8.72%. Yields mostly declined throughout the year as the Fed cut interest rates three times. In September, 10-year Treasury yields fell to lows not seen since July 2016. Although the Treasury yield curve was partially inverted at the beginning of the year, the curve continued to flatten during the first three quarters, with the two-year Treasury briefly out-yielding the 10-year Treasury in August, before steepening in the fourth quarter. Meanwhile, credit spreads tightened during the year, leading corporate bonds and other credit-sensitive bonds to outperform U.S. Government bonds.

The Fund, which invests in both U.S. and international markets, underperformed its composite benchmark in 2019. The Fund faced headwinds from its overweight to international equities, including emerging markets, which underperformed U.S. equities. In addition, its overweight to mid- and small-cap U.S. equities detracted from relative performance for the year. The Fund was also negatively affected by its exposure to U.S. value stocks, as growth stocks outperformed value stocks during the period.*

Additionally, security and sector selection had a net negative impact on the Fund’s equity holdings. The fixed income holdings slightly underperformed the Fund’s fixed income benchmark, mostly due to exposure to some underlying funds with duration exposure that was shorter than the benchmark’s.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the 12-month period under review. The MVP risk management process maintained a neutral equity allocation for the year relative to its target, which modestly detracted from relative performance 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, 2019.

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. indexes 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.

The indexes defined above are unmanaged. 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.

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.

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL MVP FusionSM Dynamic Conservative Fund

     13.54 %      6.10 %      4.54 %      5.79 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      13.56 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      3.75 % 

Conservative Composite Index

     16.43 %      8.07 %      6.18 %      7.34 % 

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

     0.96 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Fusion Dynamic Conservative Fund

    $ 1,000.00     $ 1,042.00     $ 1.29       0.25 %

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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Fusion Dynamic Conservative Fund

    $ 1,000.00     $ 1,023.95     $ 1.28       0.25 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income Funds

      61.6 %

Domestic Equity Funds

      22.4

International Equity Funds

      11.0
   

 

 

 

Total Investment Securities

      95.0

Net other assets (liabilities)

      5.0
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Dynamic Conservative Fund

Schedule of Portfolio Investments

December 31, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (95.0%):       
Domestic Equity Funds (22.4%):       
  280,054      AZL DFA U.S. Core Equity Fund    $ 3,789,126  
  223,983      AZL DFA U.S. Small Cap Fund      2,537,725  
  271,657      AZL Gateway Fund      3,738,001  
  457,092      AZL Mid Cap Index Fund, Class 2      10,014,886  
  793,848      AZL Russell 1000 Growth Index Fund, Class 2      12,780,957  
  1,355,909      AZL Russell 1000 Value Index Fund, Class 2      17,803,080  
  380,403      AZL Small Cap Stock Index Fund, Class 2      5,032,735  
     

 

 

 
        55,696,510  
     

 

 

 
Fixed Income Funds (61.6%):       
  2,158,261      AZL Enhanced Bond Index Fund      24,194,111  
  3,075,293      AZL Fidelity Institutional Asset Management Total Bond Fund, Class 2      32,290,578  
  3,057,838      AZL MetWest Total Return Bond Fund      32,260,188  
  1,379,054      PIMCO VIT Income Portfolio      14,990,316  
  1,704,921      PIMCO VIT Low Duration Portfolio      17,390,196  
  2,934,182      PIMCO VIT Total Return Portfolio      32,334,687  
     

 

 

 
        153,460,076  
     

 

 

 
Shares            Fair Value  
Affiliated Investment Companies, continued       
International Equity Funds (11.0%):       
  594,619      AZL DFA International Core Equity Fund    $ 6,291,065  
  930,301      AZL International Index Fund, Class 2      15,619,754  
  719,092      AZL MSCI Emerging Markets Equity Index Fund, Class 2      5,644,874  
     

 

 

 
        27,555,693  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $223,257,914)

     236,712,279  
  

 

 

 
 

Total Investment Securities (Cost $223,257,914) — 95.0%(a)

     236,712,279  
 

Net other assets (liabilities) — 5.0%

     12,380,554  
  

 

 

 
 

Net Assets — 100.0%

   $ 249,092,833  
  

 

 

 
 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

Futures Contracts

Cash of $12,446,994 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        27      $ 4,361,985      $ 111,191  

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

     3/20/20        62        7,962,156        (65,547 ) 
           

 

 

 
            $ 45,644  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Dynamic Conservative Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

    

Investments in affiliates, at cost

     $ 223,257,914
    

 

 

 

Investments in affiliates, at value

     $ 236,712,279

Segregated cash for collateral for futures contracts

       12,446,994

Interest and dividends receivable

       167,676

Receivable for affiliated investments sold

       81,978

Receivable for variation margin on futures contracts

       271

Prepaid expenses

       887
    

 

 

 

Total Assets

       249,410,085
    

 

 

 

Liabilities:

    

Cash overdraft

       81,978

Payable for affiliated investments purchased

       154,056

Payable for capital shares redeemed

       23,076

Manager fees payable

       42,109

Administration fees payable

       5,141

Custodian fees payable

       1,001

Administrative and compliance services fees payable

       889

Transfer agent fees payable

       927

Trustee fees payable

       219

Other accrued liabilities

       7,856
    

 

 

 

Total Liabilities

       317,252
    

 

 

 

Net Assets

     $ 249,092,833
    

 

 

 

Net Assets Consist of:

    

Paid in capital

     $ 226,770,130

Total distributable earnings

       22,322,703
    

 

 

 

Net Assets

     $ 249,092,833
    

 

 

 

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

       20,823,259

Net Asset Value (offering and redemption price per share)

     $ 11.96
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

    

Dividends from affiliates

     $ 5,556,290

Interest

       224,720

Dividends from non-affiliates

       1,879
    

 

 

 

Total Investment Income

       5,782,889
    

 

 

 

Expenses:

    

Manager fees

       491,565

Administration fees

       62,299

Custodian fees

       6,123

Administrative and compliance services fees

       4,385

Transfer agent fees

       5,497

Trustee fees

       13,826

Professional fees

       11,637

Shareholder reports

       5,870

Other expenses

       5,251
    

 

 

 

Total expenses

       606,453
    

 

 

 

Net Investment Income/(Loss)

       5,176,436
    

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

    

Net realized gains/(losses) on affiliated underlying funds

       (208,655 )

Net realized gains distributions from affiliated underlying funds

       4,293,134

Net realized gains/(losses) on futures contracts

       1,319,039

Change in net unrealized appreciation/depreciation on affiliated underlying funds

       20,445,119

Change in net unrealized appreciation/depreciation on futures contracts

       77,718
    

 

 

 

Net realized and Change in net unrealized gains/losses on investments

       25,926,355
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 31,102,791
    

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 5,176,436     $ 4,695,898

Net realized gains/(losses) on investments

      5,403,518       8,758,509

Change in unrealized appreciation/depreciation on investments

      20,522,837       (22,726,403 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      31,102,791       (9,271,996 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (13,666,182 )       (12,826,949 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (13,666,182 )       (12,826,949 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      27,590,839       18,300,210

Proceeds from dividends reinvested

      13,666,182       12,826,949

Value of shares redeemed

      (44,730,111 )       (42,470,441 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (3,473,090 )       (11,343,282 )
   

 

 

     

 

 

 

Change in net assets

      13,963,519       (33,442,227 )

Net Assets:

       

Beginning of period

      235,129,314       268,571,541
   

 

 

     

 

 

 

End of period

    $ 249,092,833     $ 235,129,314
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      2,320,012       1,523,988

Dividends reinvested

      1,183,219       1,122,218

Shares redeemed

      (3,744,846 )       (3,537,200 )
   

 

 

     

 

 

 

Change in shares

      (241,615 )       (890,994 )
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 11.16     $ 12.23     $ 11.89     $ 11.93     $ 12.63
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.25 (a)       0.23       0.16       0.19       0.25

Net Realized and Unrealized Gains/(Losses) on Investments

      1.24       (0.67 )       0.93       0.44       (0.35 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.49       (0.44 )       1.09       0.63       (0.10 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.30 )       (0.17 )       (0.23 )       (0.28 )       (0.17 )

Net Realized Gains

      (0.39 )       (0.46 )       (0.52 )       (0.39 )       (0.43 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.69 )       (0.63 )       (0.75 )       (0.67 )       (0.60 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 11.96     $ 11.16     $ 12.23     $ 11.89     $ 11.93
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      13.54 %       (3.75 )%       9.31 %       5.32 %       (0.77 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 249,093     $ 235,129     $ 268,572     $ 277,889     $ 268,335

Net Investment Income/(Loss)

      2.11 %       1.83 %       1.14 %       1.63 %       2.09 %

Expenses Before Reductions*(c)

      0.25 %       0.24 %       0.23 %       0.24 %       0.24 %

Expenses Net of Reductions*

      0.25 %       0.24 %       0.23 %       0.24 %       0.24 %

Portfolio Turnover Rate

      21 %       16 %       18 %       62 %       16 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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 Fusion Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP Fusion Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $12.2 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 111,191     Payable for variation margin on futures contracts   $ —  

Interest Rate Risk

     
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     65,547  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ 753,428      $ 320,614  

Interest Rate Risk

     
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/ Change net in unrealized appreciation/depreciation on futures contracts      565,611        (242,896 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due 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, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, there were no voluntary waivers.

 

9


AZL MVP Fusion Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds from
Sales
  Net
Realized
Gains(Losses)
 

Change in

Net Unrealized
Appreciation/
Depreciation

  Fair Value
12/31/2019
  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL DFA International Core Equity Fund

    $ 5,548,312     $ 1,260,676     $ (1,394,483 )     $ 55,527     $ 821,033     $ 6,291,065       594,619     $ 88,762     $ 200,452

AZL DFA U.S. Core Equity Fund

      3,205,689       868,685       (960,803 )       188,561       486,994       3,789,126       280,054       41,547       237,827

AZL DFA U.S. Small Cap Fund

      2,070,432       794,419       (604,959 )       50,063       227,770       2,537,725       223,983       12,065       186,219

AZL Enhanced Bond Index Fund

      11,735,762       14,261,907       (2,873,809 )       44,925       1,025,326       24,194,111       2,158,261       552,689       —

AZL FIAM Total Bond Fund

      31,216,994       3,164,873       (4,292,382 )       126,560       2,074,533       32,290,578       3,075,293       932,410       —

AZL Gateway Fund

      3,513,164       204,194       (321,421 )       12,387       329,677       3,738,001       271,657       36,300       —

AZL International Index Fund, Class 2

      12,589,403       4,379,796       (3,681,556 )       (69,339 )       2,401,450       15,619,754       930,301       363,149       92,887

AZL MetWest Total Return Bond Fund

      31,309,316       3,580,886       (4,472,686 )       207,229       1,635,443       32,260,188       3,057,838       779,317       —

AZL Mid Cap Index Fund, Class 2

      8,681,007       2,673,165       (2,799,442 )       (203,640 )       1,663,796       10,014,886       457,092       106,205       666,155

AZL MSCI Emerging Markets Equity Fund, Class 2

      6,994,738       1,412,730       (3,685,393 )       141,977       780,822       5,644,874       719,092       96,784       134,408

AZL Russell 1000 Growth Index Fund, Class 2

      11,411,247       3,490,679       (4,456,211 )       268,170       2,067,072       12,780,957       793,848       97,281       1,413,475

AZL Russell 1000 Value Index Fund, Class 2

      16,147,050       3,583,092       (4,775,399 )       (459,873 )       3,308,210       17,803,080       1,355,909       349,348       876,516

AZL Small Cap Stock Index Fund, Class 2

      4,200,982       1,681,362       (1,317,998 )       (166,400 )       634,789       5,032,735       380,403       47,659       485,195

PIMCO VIT Income Portfolio

      14,700,292       1,095,828       (1,499,457 )       10,186       683,467       14,990,316       1,379,054       505,407       —

PIMCO VIT Low Duration Portfolio

      28,942,719       1,893,586       (13,710,466 )       (381,752 )       646,109       17,390,196       1,704,921       584,354       —

PIMCO VIT Total Return Portfolio

      31,355,612       3,836,376       (4,482,693 )       (33,236 )       1,658,628       32,334,687       2,934,182       963,013       —
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 223,622,719     $ 48,182,254     $ (55,329,158 )     $ (208,655 )     $ 20,445,119     $ 236,712,279       20,316,507     $ 5,556,290     $ 4,293,134
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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, 2019, $2,922 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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, 2019, actual Trustee compensation was $1,343,125 in total for both trusts.

 

10


AZL MVP Fusion Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2019

 

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 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.

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 236,712,279        $ —        $ —        $ 236,712,279
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         236,712,279          —          —          236,712,279
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         45,644          —          —          45,644
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $     236,757,923        $ —        $ —        $     236,757,923
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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

       $ 48,182,254        $ 55,329,158

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 Fund 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, 2019 is $225,704,598. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 11,426,003  

Unrealized (depreciation)

    (418,322 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 11,007,681  
 

 

 

 

 

11


AZL MVP Fusion Dynamic Conservative Fund

Notes to the Financial Statements

December 31, 2019

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Conservative Fund

       $ 5,951,891        $ 7,714,291        $ 13,666,182

 

(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, 2018 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Conservative Fund

       $ 5,442,607        $ 7,384,342        $ 12,826,949

 

(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, 2019, 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

       $ 5,946,270        $ 5,368,752        $ —        $ 11,007,681        $ 22,322,703

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales and mark-to-market of futures contracts.

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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership in excess of 90% of the Fund. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP Fusion Dynamic Conservative Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP Fusion Dynamic Conservative Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 11.46% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $7,714,291.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings.. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.

  ANNRPT1219 2/20


AZL MVP FusionSM Dynamic Moderate Fund

Annual Report

December 31, 2019

 

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, 2019?

For the year ended December 31, 2019, the AZL MVP FusionSM Dynamic Moderate Fund (the “Fund”) returned 17.31%. That compared to a 31.49%, 8.72% and a 22.11% 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 volatility.*

U.S. equities gained a robust 13.65% (S&P 500) in the first quarter of the 12-month period under review, before posting gains that are more modest in the remaining three quarters. Stocks reacted favorably to the Federal Reserve Board’s (the Fed) shift to a more dovish stance and a generally positive earnings environment, while generally shrugging off international trade tensions and stagnating global growth. The S&P 500 Index returned 31.49% for the year, while the S&P 400 Index2 returned 26.20% and the S&P 600 Index3 returned 22.78%. Growth stocks continued a longer-term trend, outperforming value stocks for the year.

International developed market equities, as measured by the MSCI EAFE Index4, returned 22.01% for the year. Emerging markets equities, as measured by the MSCI EM Index5, returned 18.42%. International equities failed to keep pace with U.S. equities, grappling with trade tensions and slowing global growth. Both developed and emerging international equities underperformed U.S. equities during the first three quarters of the year, but were generally in line with U.S. equities during the fourth quarter. Emerging market equities outperformed both U.S. and developed international equities in the fourth quarter.

U.S. bonds gained during the year, as the Bloomberg Barclays U.S. Aggregate Bond Index returned 8.72%. Yields mostly declined throughout the year as the Fed cut interest rates three times. In September, 10-year Treasury yields fell to lows not seen since July 2016. Although the Treasury yield curve was partially inverted at the beginning of the year, the curve continued to flatten during the first three quarters, with the two-year Treasury briefly out-yielding the 10-year Treasury in August, before steepening in the fourth quarter. Meanwhile, credit spreads tightened during the year, leading corporate bonds and other credit-sensitive bonds to outperform U.S. Government bonds.

The Fund, which invests in both U.S. and international markets, underperformed its composite benchmark in 2019. The Fund faced headwinds from its overweight to international equities, including emerging markets, which underperformed U.S. equities. In addition, its overweight to mid- and small-cap U.S. equities detracted from relative performance for the year. The Fund was also negatively affected by its exposure to U.S. value stocks, as growth stocks outperformed value stocks during the year.*

Additionally, security and sector selection had a net negative impact on the Fund’s equity holdings. The fixed income holdings slightly underperformed the Fund’s fixed income benchmark, mostly due to exposure to some underlying funds with duration exposure that was shorter than the benchmark’s.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the 12-month period under review. The MVP risk management process largely maintained a neutral equity allocation for most of the year relative to its target, which modestly detracted from relative performance 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, 2019.

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. indexes 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.

The indexes defined above are unmanaged. 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.

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.

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

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL MVP FusionSM Dynamic Moderate Fund

     17.31 %      7.74 %      5.09 %      6.52 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      13.56 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      3.75 % 

Moderate Composite Index

     22.11 %      10.89 %      8.35 %      9.81 % 

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

     0.95 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio 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. 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Fusion Dynamic Moderate Fund

    $ 1,000.00     $ 1,056.30     $ 1.14       0.22 %

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

 

     Beginning
Account Value
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Fusion Dynamic Moderate Fund

    $ 1,000.00     $ 1,024.10     $ 1.12       0.22 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income Funds

      37.0 %

Domestic Equity Funds

      36.2

International Equity Funds

      21.8
   

 

 

 

Total Investment Securities

      95.0

Net other assets (liabilities)

      5.0
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Dynamic Moderate Fund

Schedule of Portfolio Investments

December 31, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (95.0%):  
Domestic Equity Funds (36.2%):  
  3,909,500      AZL DFA U.S. Core Equity Fund    $ 52,895,531  
  3,739,388      AZL DFA U.S. Small Cap Fund      42,367,271  
  3,730,359      AZL Gateway Fund      51,329,735  
  6,604,967      AZL Mid Cap Index Fund, Class 2      144,714,820  
  9,613,363      AZL Russell 1000 Growth Index Fund, Class 2      154,775,150  
  17,238,943      AZL Russell 1000 Value Index Fund, Class 2      226,347,328  
  4,745,730      AZL Small Cap Stock Index Fund, Class 2      62,786,012  
     

 

 

 
        735,215,847  
     

 

 

 
Fixed Income Funds (37.0%):  
  11,024,351      AZL Enhanced Bond Index Fund      123,582,972  
  15,613,692      AZL Fidelity Institutional Asset Management Total Bond Fund, Class 2      163,943,769  
  15,422,435      AZL MetWest Total Return Bond Fund      162,706,692  
  7,480,427      PIMCO VIT Income Portfolio      81,312,237  
  5,881,692      PIMCO VIT Low Duration Portfolio      59,993,262  
  14,705,037      PIMCO VIT Total Return Portfolio      162,049,512  
     

 

 

 
        753,588,444  
     

 

 

 
International Equity Funds (21.8%):  
  9,826,042      AZL DFA International Core Equity Fund      103,959,527  
  13,413,816      AZL International Index Fund, Class 2      225,217,977  
  14,529,657      AZL MSCI Emerging Markets Equity Index Fund, Class 2      114,057,804  
     

 

 

 
        443,235,308  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $1,770,181,582)

     1,932,039,599  
     

 

 

 
 

Total Investment Securities (Cost $1,770,181,582) — 95.0%(a)

     1,932,039,599  
 

Net other assets (liabilities) — 5.0%

     100,730,209  
     

 

 

 
 

Net Assets — 100.0%

   $ 2,032,769,808  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

 

Futures Contracts

Cash of $101,507,822 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        378      $ 61,067,790      $ 1,603,431  

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

     3/20/20        315        40,452,891        (334,181 ) 
           

 

 

 
            $ 1,269,250  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Dynamic Moderate Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 1,770,181,582
   

 

 

 

Investments in affiliates, at value

    $ 1,932,039,599

Segregated cash for collateral for futures contracts

      101,507,822

Interest and dividends receivable

      843,982

Receivable for affiliated investments sold

      799,113

Receivable for variation margin on futures contracts

      541

Prepaid expenses

      7,314
   

 

 

 

Total Assets

      2,035,198,371
   

 

 

 

Liabilities:

   

Cash overdraft

      799,113

Payable for affiliated investments purchased

      734,162

Payable for capital shares redeemed

      479,056

Manager fees payable

      343,248

Administration fees payable

      5,746

Custodian fees payable

      3,396

Administrative and compliance services fees payable

      7,031

Transfer agent fees payable

      1,026

Trustee fees payable

      1,729

Other accrued liabilities

      54,056
   

 

 

 

Total Liabilities

      2,428,563
   

 

 

 

Net Assets

    $ 2,032,769,808
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 1,770,374,867

Total distributable earnings

      262,394,941
   

 

 

 

Net Assets

    $ 2,032,769,808
   

 

 

 

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

      182,200,986

Net Asset Value (offering and redemption price per share)

    $ 11.16
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 39,304,418

Interest

      1,822,913

Dividends from non-affiliates

      67
   

 

 

 

Total Investment Income

      41,127,398
   

 

 

 

Expenses:

   

Manager fees

      4,045,298

Administration fees

      75,062

Custodian fees

      20,661

Administrative and compliance services fees

      35,902

Transfer agent fees

      6,297

Trustee fees

      113,185

Professional fees

      95,111

Shareholder reports

      37,442

Other expenses

      40,919
   

 

 

 

Total expenses

      4,469,877
   

 

 

 

Net Investment Income/(Loss)

      36,657,521
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      (762,424 )

Net realized gains distributions from affiliated underlying funds

      55,927,165

Net realized gains/(losses) on futures contracts

      12,830,261

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      214,978,267

Change in net unrealized appreciation/depreciation on futures contracts

      1,525,335
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      284,498,604
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 321,156,125
   

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 36,657,521     $ 36,841,125

Net realized gains/(losses) on investments

      67,995,002       114,156,791

Change in unrealized appreciation/depreciation on investments

      216,503,602       (287,587,078 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      321,156,125       (136,589,162 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (151,907,604 )       (167,837,097 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (151,907,604 )       (167,837,097 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      3,564,659       12,607,258

Proceeds from dividends reinvested

      151,907,604       167,837,097

Value of shares redeemed

      (245,681,448 )       (283,774,000 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (90,209,185 )       (103,329,645 )
   

 

 

     

 

 

 

Change in net assets

      79,039,336       (407,755,904 )

Net Assets:

       

Beginning of period

      1,953,730,472       2,361,486,376
   

 

 

     

 

 

 

End of period

    $ 2,032,769,808     $ 1,953,730,472
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      323,892       1,082,105

Dividends reinvested

      14,426,173       15,468,857

Shares redeemed

      (22,048,837 )       (24,299,498 )
   

 

 

     

 

 

 

Change in shares

      (7,298,772 )       (7,748,536 )
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 10.31     $ 11.97     $ 11.60     $ 12.15     $ 13.05
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.20 (a)       0.21       0.12       0.18       0.22

Net Realized and Unrealized Gains/(Losses) on Investments

      1.53       (0.93 )       1.46       0.32       (0.45 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      1.73       (0.72 )       1.58       0.50       (0.23 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.29 )       (0.14 )       (0.20 )       (0.27 )       (0.17 )

Net Realized Gains

      (0.59 )       (0.80 )       (1.01 )       (0.78 )       (0.50 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.88 )       (0.94 )       (1.21 )       (1.05 )       (0.67 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 11.16     $ 10.31     $ 11.97     $ 11.60     $ 12.15
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      17.31 %       (6.46 )%       13.98 %       4.29 %       (1.71 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 2,032,770     $ 1,953,730     $ 2,361,486     $ 2,336,333     $ 2,466,434

Net Investment Income/(Loss)

      1.81 %       1.66 %       0.90 %       1.38 %       1.61 %

Expenses Before Reductions*(c)

      0.22 %       0.22 %       0.22 %       0.22 %       0.22 %

Expenses Net of Reductions*

      0.22 %       0.22 %       0.22 %       0.22 %       0.22 %

Portfolio Turnover Rate

      12 %       18 %       17 %       58 %       13 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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 Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services—Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $100.7 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 1,603,431     Payable for variation margin on futures contracts   $ —  

Interest Rate Risk

     
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     334,181  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ 9,943,816      $ 2,754,030  

Interest Rate Risk

     
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/ Change net in unrealized appreciation/depreciation on futures contracts      2,886,445        (1,228,695 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due 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.” At December 31, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, there were no voluntary waivers.

 

9


AZL MVP Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds
from Sales
  Net
Realized
Gains(Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/2019
  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL DFA International Core Equity Fund

    $ 95,042,994     $ 4,676,904     $ (10,146,739 )      $ 16,678     $ 14,369,690     $ 103,959,527       9,826,042     $ 1,435,377     $ 3,241,528

AZL DFA U.S. Core Equity Fund

      47,367,099       3,750,409       (7,658,900 )       1,350,938       8,085,985       52,895,531       3,909,500       557,739       3,192,670

AZL DFA U.S. Small Cap Fund

      36,216,741       3,173,766       (1,437,947 )       (46,878 )       4,461,589       42,367,271       3,739,388       193,111       2,980,655

AZL Enhanced Bond Index Fund

      26,340,228       105,203,341       (12,740,031 )       340,212       4,439,222       123,582,972       11,024,351       2,879,241       —

AZL FIAM Total Bond Fund

      166,767,373       4,799,533       (19,284,019 )       634,584       11,026,298       163,943,769       15,613,692       4,799,533       —

AZL Gateway Fund

      50,125,373       493,982       (4,061,797 )       166,628       4,605,549       51,329,735       3,730,359       493,982       —

AZL International Index Fund, Class 2

      189,851,166       31,693,729       (30,197,012 )       1,051,567       32,818,527       225,217,977       13,413,816       5,155,698       1,318,730

AZL MetWest Total Return Bond Fund

      166,758,959       4,030,430       (17,817,224 )       956,390       8,778,137       162,706,692       15,422,435       4,011,494       —

AZL Mid Cap Index Fund, Class 2

      129,596,650       10,798,407       (16,555,551 )       (1,874,383 )       22,749,697       144,714,820       6,604,967       1,484,863       9,313,544

AZL MSCI Emerging Markets Equity Fund, Class 2

      135,041,675       4,434,090       (42,253,041 )       801,114       16,033,966       114,057,804       14,529,657       1,856,249       2,577,841

AZL Russell 1000 Growth Index Fund, Class 2

      142,143,098       17,866,384       (33,621,107 )       2,301,416       26,085,359       154,775,150       9,613,363       1,150,457       16,715,926

AZL Russell 1000 Value Index Fund, Class 2

      207,263,151       15,116,917       (32,017,901 )       (3,478,861 )       39,464,022       226,347,328       17,238,943       4,308,038       10,808,879

AZL Small Cap Stock Index Fund, Class 2

      53,442,444       6,344,888       (2,420,202 )       (549,969 )       5,968,851       62,786,012       4,745,730       567,497       5,777,392

PIMCO VIT Income Portfolio

      83,100,476       2,794,409       (8,446,079 )       346,697       3,516,734       81,312,237       7,480,427       2,794,409       —

PIMCO VIT Low Duration Portfolio

      161,979,164       2,593,797       (105,813,905 )       (2,795,597 )       4,029,803       59,993,262       5,881,692       2,593,797       —

PIMCO VIT Total Return Portfolio

      167,171,929       5,087,813       (18,772,108 )       17,040       8,544,838       162,049,512       14,705,037       5,022,933       —
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 1,858,208,520     $ 222,858,799     $ (363,243,563 )     $ (762,424 )      $ 214,978,267     $ 1,932,039,599       157,479,399     $ 39,304,418     $ 55,927,165
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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.

 

10


AZL MVP Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, $24,150 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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, 2019, actual Trustee compensation was $1,343,125 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 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.

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 1,932,039,599        $ —        $ —        $ 1,932,039,599
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         1,932,039,599          —          —          1,932,039,599
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         1,269,250          —          —          1,269,250
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 1,933,308,849        $ —        $ —        $ 1,933,308,849
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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

       $ 222,858,799        $ 363,243,563

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 Fund 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.

 

11


AZL MVP Fusion Dynamic Moderate Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019 is $1,776,091,313. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 165,752,137  

Unrealized (depreciation)

    (9,803,851 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 155,948,286  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Moderate Fund

       $ 50,630,469        $ 101,277,135        $ 151,907,604

 

(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, 2018 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Fusion Dynamic Moderate Fund

       $ 47,347,962        $ 120,489,135        $ 167,837,097

 

(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, 2019, 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

       $ 45,116,889        $ 61,329,766        $ —        $ 155,948,286        $ 262,394,941

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales and mark-to-market of futures contracts.

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, 2019, 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, 2019, 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. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP Fusion Dynamic Moderate Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP Fusion Dynamic Moderate Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 18.25% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $101,277,135.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings.. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.

     ANNRPT1219 2/20  


AZL® MVP Growth Index Strategy Fund

Annual Report

December 31, 2019

 

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, 2019?

For the year ended December 31, 2019, the AZL® MVP Growth Index Strategy Fund (the “Fund”) returned 20.52%†. That compared to a 31.49%, 8.72% and a 25.58% 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 volatility.

U.S. equities gained a robust 13.65% (S&P 500) in the first quarter of the 12-month period under review, before posting gains that are more modest in the remaining three quarters. Stocks reacted favorably to the Federal Reserve Board’s (the Fed) shift to a more dovish stance and a generally positive earnings environment, while generally shrugging off international trade tensions and stagnating global growth. The S&P 500 returned 31.49% for the year, while the S&P 400 returned 26.20% and the S&P 600 returned 22.78%. Growth stocks continued a longer-term trend, outperforming value stocks for the year.

International developed market equities, as measured by the MSCI EAFE4, returned 22.01% for the year, lagging U.S. equities amid trade tensions and slowing global growth.

U.S. bonds gained during the year, as the Bloomberg Barclays U.S. Aggregate Bond Index returned 8.72%. Yields mostly declined throughout the year as the Fed cut interest rates three times. In September 10-year Treasury yields fell to lows not seen since July 2016. Although the Treasury yield curve was partially inverted at the beginning of the year, the curve continued to flatten during the first three quarters, with the two-year Treasury briefly out-yielding the 10-year Treasury in August, before steepening in the fourth quarter. Meanwhile, credit spreads tightened during the year, leading corporate bonds and other credit-sensitive bonds to outperform U.S. Government bonds.

The Fund, which invests in both U.S. and international markets, underperformed its blended benchmark during the 12-month period. The Fund’s strategic allocation to developed international equities was the primary detractor from relative results, as U.S. equities outperformed during the year. In addition, a strategic allocation to mid- and small-cap U.S. equities detracted, as these stocks

underperformed large-cap equities. Within the Fund’s fixed income holdings, an underweight to duration kept the Fund from fully benefiting from the decline in interest rates during the year, which caused the Fund’s fixed income allocation to modestly lag its fixed income benchmark.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the period under review. The MVP risk management process generally maintained a neutral equity allocation for most of the year relative to its target. However, as equity markets had been exhibiting elevated volatility in late 2018, the MVP risk management process reduced equity exposure during January and early February. During this time, equity markets rallied sharply, and the Fund reduced equity exposure, which detracted from relative performance.*

 

 

Past performance does not guarantee future results.

 

† 

The recent appreciation in the stock market has helped to produce short-term returns that are not typical and may not continue in the future. Because of ongoing market volatility, fund performance may be subject to substantial short-term changes.

*

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, 2019.

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. indexes 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. The indexes defined above are unmanaged. Investors cannot invest directly in an index.

The indexes defined above are unmanaged. 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 Indexes 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 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.

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

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.

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

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

AZL® MVP Growth Index Strategy Fund

      20.52 %†      9.35 %      6.73 %      8.93 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      14.55 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      2.92 % 

Growth Composite Index

     25.58 %      12.56 %      9.62 %      11.68 % 

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

     0.67 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio can be found in the Financial Highlights.

 

† 

The recent appreciation in the stock market has helped to produce short-term returns that are not typical and may not continue in the future. Because of ongoing market volatility, fund performance may be subject to substantial short-term changes.

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. 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Growth Index Strategy Fund

    $ 1,000.00     $ 1,071.20     $ 0.63       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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Growth Index Strategy Fund

    $ 1,000.00     $ 1,024.60     $ 0.61       0.12 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equity Funds

      53.1 %

Fixed Income Funds

      22.6

International Equity Funds

      19.3
   

 

 

 

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, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (95.0%):       
Domestic Equity Funds (53.1%):       
  14,101,280      AZL Mid Cap Index Fund, Class 2    $ 308,959,052  
  53,997,778      AZL S&P 500 Index Fund, Class 2      984,919,467  
  11,571,644      AZL Small Cap Stock Index Fund, Class 2      153,092,844  
     

 

 

 
        1,446,971,363  
     

 

 

 
Fixed Income Funds (22.6%):       
  54,800,314      AZL Enhanced Bond Index Fund      614,311,517  
     

 

 

 
International Equity Funds (19.3%):       
  31,339,179      AZL International Index Fund, Class 2      526,184,819  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $2,155,960,693)

     2,587,467,699  
  

 

 

 
 

Total Investment Securities (Cost $2,155,960,693) — 95.0%(a)

     2,587,467,699  
 

Net other assets (liabilities) — 5.0%

     134,879,883  
  

 

 

 
 

Net Assets — 100.0%

   $ 2,722,347,582  
  

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

 

 

Futures Contracts

Cash of $136,062,852 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        633      $ 102,264,315      $ 2,686,472  

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

     3/20/20        264        33,903,375        (278,554 ) 
           

 

 

 
            $ 2,407,918  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Growth Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 2,155,960,693
   

 

 

 

Investments in affiliates, at value

    $ 2,587,467,699

Segregated cash for collateral for futures contracts

      136,062,852

Interest and dividends receivable

      146,933

Receivable for capital shares issued

      108,288

Receivable for affiliated investments sold

      2,276,373

Receivable for variation margin on futures contracts

      1,003

Prepaid expenses

      9,851
   

 

 

 

Total Assets

      2,726,072,999
   

 

 

 

Liabilities:

   

Cash overdraft

      2,276,373

Payable for capital shares redeemed

      1,125,664

Manager fees payable

      229,458

Administration fees payable

      6,068

Custodian fees payable

      3,788

Administrative and compliance services fees payable

      9,441

Transfer agent fees payable

      1,077

Trustee fees payable

      2,322

Other accrued liabilities

      71,226
   

 

 

 

Total Liabilities

      3,725,417
   

 

 

 

Net Assets

    $ 2,722,347,582
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 2,207,637,870

Total distributable earnings

      514,709,712
   

 

 

 

Net Assets

    $ 2,722,347,582
   

 

 

 

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

      169,899,067

Net Asset Value (offering and redemption price per share)

    $ 16.02
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 44,839,038

Interest

      2,052,346

Dividends from non-affiliates

      2,322
   

 

 

 

Total Investment Income

      46,893,706
   

 

 

 

Expenses:

   

Manager fees

      2,615,515

Administration fees

      79,193

Custodian fees

      19,922

Administrative and compliance services fees

      46,361

Transfer agent fees

      6,555

Trustee fees

      145,388

Professional fees

      124,511

Shareholder reports

      44,857

Other expenses

      49,993
   

 

 

 

Total expenses

      3,132,295
   

 

 

 

Net Investment Income/(Loss)

      43,761,411
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      13,216,305

Net realized gains distributions from affiliated underlying funds

      64,804,885

Net realized gains/(losses) on futures contracts

      (14,209,727 )

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      367,037,894

Change in net unrealized appreciation/depreciation on futures contracts

      9,351,591
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      440,200,948
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 483,962,359
   

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 43,761,411     $ 45,144,198

Net realized gains/(losses) on investments

      63,811,463       80,098,385

Change in unrealized appreciation/depreciation on investments

      376,389,485       (294,210,342 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      483,962,359       (168,967,759 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (128,984,110 )       (102,284,487 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (128,984,110 )       (102,284,487 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      57,035,761       104,828,201

Proceeds from dividends reinvested

      128,984,110       102,284,487

Value of shares redeemed

      (241,815,849 )       (147,250,114 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (55,795,978 )       59,862,574
   

 

 

     

 

 

 

Change in net assets

      299,182,271       (211,389,672 )

Net Assets:

       

Beginning of period

      2,423,165,311       2,634,554,983
   

 

 

     

 

 

 

End of period

    $ 2,722,347,582     $ 2,423,165,311
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      3,724,766       6,733,674

Dividends reinvested

      8,645,048       6,814,423

Shares redeemed

      (15,692,012 )       (9,619,518 )
   

 

 

     

 

 

 

Change in shares

      (3,322,198 )       3,928,579
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 13.99     $ 15.56     $ 14.08     $ 13.55     $ 13.90
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.26 (a)       0.26       0.11       0.14       0.25

Net Realized and Unrealized Gains/(Losses) on Investments

      2.55       (1.22 )       2.10       0.77       (0.36 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      2.81       (0.96 )       2.21       0.91       (0.11 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.35 )       (0.13 )       (0.18 )       (0.30 )       (0.12 )

Net Realized Gains

      (0.43 )       (0.48 )       (0.55 )       (0.08 )       (0.12 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.78 )       (0.61 )       (0.73 )       (0.38 )       (0.24 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 16.02     $ 13.99     $ 15.56     $ 14.08     $ 13.55
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      20.52 %       (6.45 )%       15 .96 %       6 .80 %       (0 .80 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 2,722,348     $ 2,423,165     $ 2,634,555     $ 2,243,373     $ 1,392,460

Net Investment Income/(Loss)

      1.67 %       1.71 %       0.74 %       1.55 %       2.17 %

Expenses Before Reductions*(c)

      0.12 %       0.12 %       0.11 %       0.12 %       0.12 %

Expenses Net of Reductions*

      0.12 %       0.12 %       0.11 %       0.12 %       0.12 %

Portfolio Turnover Rate

      5 %       4 %       4 %       4 %(d)       1 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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%.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $112.2 million and the monthly average notional amount for short contracts was $15.60 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 2,686,472     Payable for variation margin on futures contracts   $ —  

Interest Rate Risk

       
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     278,554  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ (16,219,666 )     $ 10,290,693  

Interest Rate Risk

       
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/ Change net in unrealized appreciation/depreciation on futures contracts      2,009,939        (939,102 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Growth Index Strategy Fund

         0.10 %          0.20 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, there were no voluntary waivers.

 

9


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds
from Sales
  Net
Realized
Gains(Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/2019
  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds
                                   

AZL Enhanced Bond Index Fund

    $ 628,734,103     $ 15,865,344     $ (66,338,083 )     $ (441,748 )     $ 36,491,901     $ 614,311,517       54,800,314     $ 14,265,450     $ —

AZL International Index Fund, Class 2

      447,213,308       14,782,004       (16,206,014 )       (837,182 )       81,232,703       526,184,819       31,339,179       11,771,162       3,010,841

AZL Mid Cap Index Fund, Class 2

      254,024,169       22,600,810       (8,584,873 )       (464,277 )       41,383,223       308,959,052       14,101,280       3,107,783       19,493,027

AZL S&P 500 Index Fund, Class 2

      859,151,295       43,910,056       (128,392,015 )       14,963,319       195,286,812       984,919,467       53,997,778       14,339,849       28,508,580

AZL Small Cap Stock Index Fund, Class 2

      125,112,978       15,369,860       (29,442 )       (3,807 )       12,643,255       153,092,844       11,571,644       1,354,794       13,792,437
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 2,314,235,853     $ 112,528,074     $ (219,550,427 )     $ 13,216,305     $ 367,037,894     $ 2,587,467,699       165,810,195     $ 44,839,038     $ 64,804,885
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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, 2019, $30,962 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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 Trust in proportion to the assets under management of each trust. During the year ended December 31, 2019, actual Trustee compensation was $1,343,125 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 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, 2019

 

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 2,587,467,699        $ —        $ —        $ 2,587,467,699
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         2,587,467,699          —          —          2,587,467,699
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         2,407,918          —          —          2,407,918
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 2,589,875,617        $ —        $ —        $ 2,589,875,617
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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

       $ 112,528,074        $ 219,550,427

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 Fund 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, 2019 is $2,163,076,382. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 424,391,317

Unrealized (depreciation)

    —  
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 424,391,317  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

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

AZL MVP Growth Index Strategy Fund

       $ 65,147,980        $ 63,836,130        $ 128,984,110

 

(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, 2018 was as follows:

 

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

AZL MVP Growth Index Strategy Fund

       $ 28,652,893        $ 73,631,594        $ 102,284,487

 

(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, 2019

 

At December 31, 2019, 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

       $ 70,129,410        $ 76,454,811        $ —        $ 424,391,317        $ 570,975,538

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales, mark-to-market of futures contracts 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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership in excess of 85% of the Fund. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP Growth Index Strategy Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP Growth Index Strategy Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 41.11% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net short-term capital gain distributions of $8,274,715.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $63,836,130.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.    ANNRPT1219 2/20


AZL ® MVP Moderate Index Strategy Fund

Annual Report

December 31, 2019

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, 2019?

For the year ended December 31, 2019, the AZL® MVP Moderate Index Strategy Fund (the “Fund”) returned

18.64%. That compared to a 31.49%, 8.72% and a 22.11% 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 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 volatility.

U.S. equities gained a robust 13.65% (S&P 500) in the first quarter of the 12-month period under review, before posting gains that are more modest in the remaining three quarters. Stocks reacted favorably to the Federal Reserve Board’s (the Fed) shift to a more dovish stance and a generally positive earnings environment, while generally shrugging off international trade tensions and stagnating global growth. The S&P 500 Index returned 31.49% for the year, while the S&P 400 Index2 returned 26.20% and the S&P 600 Index3 returned 22.78%. Growth stocks continued a longer-term trend, outperforming value stocks for the year.

International developed market equities, as measured by the MSCI EAFE Index4, returned 22.01% for the year, underperforming U.S. equities. International equities failed to keep pace with U.S. equities, grappling with trade tensions and slowing global growth.

U.S. bonds gained during the year, as the Bloomberg Barclays U.S. Aggregate Bond Index returned 8.72%. Yields fell throughout most of the year. In September, 10-year Treasury yields fell to levels last seen in July 2016. The Fed remained dovish throughout the year, cutting rates three times. Although the Treasury yield curve was partially inverted at the beginning of the year, the curve flattened during the first three quarters, and steepened in the fourth quarter. Meanwhile, credit spreads tightened, leading corporate bonds and other credit-sensitive bonds to outperform U.S. Government bonds

The Fund, which invests in both U.S. and international markets, underperformed its blended benchmark during the 12-month period. The Fund’s strategic allocation to developed international equities was the primary detractor from relative results, as U.S. equities outperformed during the year. In addition, a strategic allocation to mid- and small-cap U.S. equities detracted, as these stocks underperformed large-cap equities.*

Within the Fund’s fixed income holdings, an underweight to duration kept the Fund from fully benefiting from the decline in interest rates during the year, which caused the Fund’s fixed income allocation to modestly lag its fixed income benchmark.

The MVP risk management process, which includes the use of derivatives, worked as intended during the period

12-month period under review. The MVP risk management process generally maintained a neutral equity allocation for most of the year relative to its target. However, as equity markets had been exhibiting elevated volatility in late 2018, the MVP risk management process reduced equity exposure during most of the month of January. During this time, equity markets rallied, and the Fund reduced equity exposure, which detracted from relative performance.*

 

 

Past performance does not guarantee future results.

 

* 

The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2019.

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. indexes 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 unmanaged and is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada. 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 Indexes 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 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.

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.

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

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

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

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2019

 

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

AZL® MVP Moderate Index Strategy Fund

     18.64 %      8.37 %      5.36 %      8.37 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      14.55 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      2.92 % 

Moderate Composite Index

     22.11 %      10.89 %      8.35 %      9.94 % 

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

     0.70 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio can be found in the Financial Highlights.

 

†

The recent appreciation in the stock market has helped to produce short-term returns that are not typical and may not continue in the future. Because of ongoing market volatility, fund performance may be subject to substantial short-term changes.

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. 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 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 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Moderate Index Strategy Fund

    $ 1,000.00     $ 1,061.70     $ 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid During
Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP Moderate Index Strategy Fund

    $ 1,000.00     $ 1,024.55     $ 0.66       0.13 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equity Funds

      42.9 %

Fixed Income Funds

      36.8

International Equity Funds

      15.3
   

 

 

 

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, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (95.0%):  
Domestic Equity Funds (42.9%):  
  2,274,279      AZL Mid Cap Index Fund, Class 2    $ 49,829,456  
  8,462,002      AZL S&P 500 Index Fund, Class 2      154,346,918  
  1,895,338      AZL Small Cap Stock Index Fund, Class 2      25,075,328  
     

 

 

 
        229,251,702  
     

 

 

 
Fixed Income Funds (36.8%):  
  17,539,760      AZL Enhanced Bond Index Fund      196,620,710  
     

 

 

 
International Equity Funds (15.3%):  
  4,877,507      AZL International Index Fund, Class 2      81,893,343  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $442,433,891)

     507,765,755  
     

 

 

 
 

Total Investment Securities (Cost $442,433,891) — 95.0%(a)

     507,765,755  
 

Net other assets (liabilities) — 5.0%

     26,531,898  
     

 

 

 
 

Net Assets — 100.0%

   $ 534,297,653  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

 

 

Futures Contracts

Cash of $26,698,158 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        99      $ 15,993,945      $ 417,841  

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

     3/20/20        83        10,659,016        (87,481 ) 
           

 

 

 
            $ 330,360  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Moderate Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 442,433,891
   

 

 

 

Investments in affiliates, at value

    $ 507,765,755

Segregated cash for collateral for futures contracts

      26,698,158

Interest and dividends receivable

      28,903

Receivable for affiliated investments sold

      232,852

Prepaid expenses

      2,409
   

 

 

 

Total Assets

      534,728,077
   

 

 

 

Liabilities:

   

Cash overdraft

      232,852

Payable for capital shares redeemed

      124,599

Manager fees payable

      45,129

Administration fees payable

      5,217

Custodian fees payable

      1,039

Administrative and compliance services fees payable

      1,893

Transfer agent fees payable

      939

Trustee fees payable

      466

Other accrued liabilities

      18,290
   

 

 

 

Total Liabilities

      430,424
   

 

 

 

Net Assets

    $ 534,297,653
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 443,481,888

Total distributable earnings

      90,815,765
   

 

 

 

Net Assets

    $ 534,297,653
   

 

 

 

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

      35,711,517

Net Asset Value (offering and redemption price per share)

    $ 14.96
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

   

Dividends from affiliates

    $ 9,414,305

Interest

      470,842

Dividends from non-affiliates

      327
   

 

 

 

Total Investment Income

      9,885,474
   

 

 

 

Expenses:

   

Manager fees

      521,097

Administration fees

      63,128

Custodian fees

      5,727

Administrative and compliance services fees

      9,130

Transfer agent fees

      5,521

Trustee fees

      28,648

Professional fees

      24,361

Shareholder reports

      14,666

Other expenses

      702
   

 

 

 

Total expenses

      672,980
   

 

 

 

Net Investment Income/(Loss)

      9,212,494
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

   

Net realized gains/(losses) on affiliated underlying funds

      3,073,591

Net realized gains distributions from affiliated underlying funds

      10,394,588

Net realized gains/(losses) on futures contracts

      3,032,342

Change in net unrealized appreciation/depreciation on affiliated underlying funds

      62,601,344

Change in net unrealized appreciation/depreciation on futures contracts

      106,364
   

 

 

 

Net realized and Change in net unrealized gains/losses on investments

      79,208,229
   

 

 

 

Change in Net Assets Resulting From Operations

    $ 88,420,723
   

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 9,212,494     $ 9,237,594

Net realized gains/(losses) on investments

      16,500,521       16,417,447

Change in unrealized appreciation/depreciation on investments

      62,707,708       (52,545,577 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      88,420,723       (26,890,536 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (26,005,266 )       (23,512,014 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (26,005,266 )       (23,512,014 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      8,104,019       10,442,882

Proceeds from dividends reinvested

      26,005,266       23,512,014

Value of shares redeemed

      (51,299,275 )       (46,347,799 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      (17,189,990 )       (12,392,903 )
   

 

 

     

 

 

 

Change in net assets

      45,225,467       (62,795,453 )

Net Assets:

       

Beginning of period

      489,072,186       551,867,639
   

 

 

     

 

 

 

End of period

    $ 534,297,653     $ 489,072,186
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      565,141       718,590

Dividends reinvested

      1,840,429       1,679,430

Shares redeemed

      (3,522,526 )       (3,157,169 )
   

 

 

     

 

 

 

Change in shares

      (1,116,956 )       (759,149 )
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 13.28     $ 14.68     $ 13.50     $ 13.49     $ 14.37
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.26 (a)       0.26       0.12       0.23       0.25

Net Realized and Unrealized Gains/(Losses) on Investments

      2.17       (1.00 )       1.64       0.48       (0.71 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      2.43       (0.74 )       1.76       0.71       (0.46 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.32 )       (0.13 )       (0.24 )       (0.30 )       (0.07 )

Net Realized Gains

      (0.43 )       (0.53 )       (0.34 )       (0.40 )       (0.35 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.75 )       (0.66 )       (0.58 )       (0.70 )       (0.42 )
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 14.96     $ 13.28     $ 14.68     $ 13.50     $ 13.49
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

      18.64 %       (5.26 )%       13.21 %       5.43 %       (3.21 )%

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 534,298     $ 489,072     $ 551,868     $ 520,112     $ 520,844

Net Investment Income/(Loss)

      1.77 %       1.73 %       0.73 %       1.71 %       1.97 %

Expenses Before Reductions*(c)

      0.13 %       0.13 %       0.12 %       0.13 %       0.13 %

Expenses Net of Reductions*

      0.13 %       0.13 %       0.12 %       0.13 %       0.13 %

Portfolio Turnover Rate

      5 %       5 %       5 %       108 %(d)       2 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Moderate Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP Moderate Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $26.0 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 417,841     Payable for variation margin on futures contracts   $ —  

Interest Rate Risk

     
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     87,481  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ 2,299,295      $ 417,549  

Interest Rate Risk

     
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/Change net in unrealized appreciation/depreciation on futures contracts      733,047        (311,185 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due 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, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, there were no voluntary waivers.

 

9


AZL MVP Moderate Index Strategy Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds
from Sales
 

Net

Realized
Gains(Losses)

  Change in Net
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/2019
  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL Enhanced Bond Index Fund

    $ 201,227,371     $ 5,485,819     $ (21,652,051 )     $ 358,008     $ 11,201,563     $ 196,620,710       17,539,760     $ 4,573,680     $ —

AZL International Index Fund, Class 2

      70,025,179       3,466,898       (4,221,444 )       57,928       12,564,782       81,893,343       4,877,507       1,843,387       471,504

AZL Mid Cap Index Fund, Class 2

      40,899,214       4,018,549       (1,702,299 )       28,129       6,585,863       49,829,456       2,274,279       500,757       3,140,909

AZL S&P 500 Index Fund, Class 2

      132,737,984       8,249,695       (19,519,462 )       2,629,747       30,248,954       154,346,918       8,462,002       2,274,445       4,521,748

AZL Small Cap Stock Index Fund, Class 2

      19,885,973       3,194,402       (5,008 )       (221 )       2,000,182       25,075,328       1,895,338       222,036       2,260,427
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 464,775,721     $ 24,415,363     $ (47,100,264 )     $ 3,073,591     $ 62,601,344     $ 507,765,755       35,048,886     $ 9,414,305     $ 10,394,588
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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, 2019, $6,180 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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, 2019, actual Trustee compensation was $1,343,125 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 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, 2019

 

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 507,765,755        $ —        $ —        $ 507,765,755
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         507,765,755          —          —          507,765,755
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         330,360          —          —          330,360
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 508,096,115        $ —        $ —        $ 508,096,115
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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

       $ 24,415,363        $ 47,100,264

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 Fund 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, 2019 is $442,678,357. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 65,087,398  

Unrealized (depreciation)

    —  
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 65,087,398  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Moderate Index Strategy Fund

       $ 14,774,955        $ 11,230,311        $ 26,005,266

 

(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, 2018 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Moderate Index Strategy Fund

       $ 9,436,246        $ 14,075,768        $ 23,512,014

 

(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, 2019

 

At December 31, 2019, 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

       $ 13,525,202        $ 12,697,345        $ —        $ 65,087,398        $ 91,309,945

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales, mark-to-market of futures contracts 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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership in excess of 85% of the Fund. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP Moderate Index Strategy Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP Moderate Index Strategy Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 19.29% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net short-term capital gain distributions of $3,670,338.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $11,230,311.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in-person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings.. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.    ANNRPT1219 2/20


AZL® MVP T. Rowe Price Capital Appreciation Plus Fund

Annual Report

December 31, 2019

 

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, 2019?

For the year ended December 31, 2019, the AZL® MVP T. Rowe Price Capital Appreciation Plus Fund (the “Fund”) returned 21.39%†. That compared to a 31.49%, 8.72% and a 22.11% 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 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 volatility.*

U.S. stocks surged in 2019, as equities rebounded strongly from deep losses in the fourth quarter of 2018. Several major indexes hit new all-time highs in the latter part of the 12-month period under review. A major driver of U.S. market performance was the Federal Reserve Board’s (the Fed) decision to keep interest rates steady in the first half of the year and then reduce rates three times starting in late July. The Fed described this as a “mid-cycle adjustment” of its monetary policy, which previously included nine rate increases.

U.S.-China trade discussions were another major driver of market sentiment in 2019. At multiple times throughout the year, it appeared the two sides were close to reaching a trade agreement only to have tensions flare up and dampen the optimism. Markets often rose and fell in response. A preliminary “phase-one” trade deal was not officially struck until mid-December. As part of the agreement, the U.S. would lower the tariff rate on about $120 billion in Chinese goods from 15% to 7.5%, while canceling the tariffs on $160 billion worth of Chinese goods that were scheduled to take effect. The deal was met with a muted reaction by equity markets to close out the period.

The equity portion of the Fund outperformed the S&P 500. Within equities, stock selection in the financials and healthcare sectors contributed the most to relative performance. These benefits were partly offset by stock selection in the information technology sector, which detracted from relative results.*

Within its fixed income holdings, the Fund’s above-benchmark exposure to high-yield securities and underweight position to Treasuries contributed to relative results.*

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 covered call strategy made a modestly positive contribution to the Fund’s return.*

The MVP risk management process, which includes the use of derivatives, worked as intended during the 12-month period under review. The MVP risk management process generally maintained a neutral equity allocation for most of the year relative to its target. However, as equity markets had been exhibiting elevated volatility in late 2018, the MVP risk management process reduced equity exposure during January and early February. During this time, equity markets rallied sharply, and the Fund’s reduced equity exposure detracted from relative performance.*

 

 

Past performance does not guarantee future results.

 

† 

The recent appreciation in the stock market has helped to produce short-term returns that are not typical and may not continue in the future. Because of ongoing market volatility, fund performance may be subject to substantial short-term changes.

*

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, 2019.

1 

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

 
 

 

1


AZL® MVP T. Rowe Price Capital Appreciation 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.

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.

The performance of the Fund is expected to be lower than that of the Indexes 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 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.

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.

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 indexes 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, 2019

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(1/10/14)
 

AZL® MVP T. Rowe Price Capital Appreciation Plus Fund

      21.39 %†      10.88 %      8.85 %      9.28 % 

S&P 500 Index

     31.49 %      15.27 %      11.70 %      12.14 % 

Bloomberg Barclays U.S. Aggregate Bond Index

     8.72 %      4.03 %      3.05 %      3.42 % 

Moderate Composite Index

     22.11 %      10.89 %      8.35 %      8.74 % 

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 T. Rowe Price Capital Appreciation Plus Fund

     0.87 % 

The above expense ratio is based on the current Fund prospectus dated April 29, 2019. 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, 2021. Additional information pertaining to the December 31, 2019 expense ratio can be found in the Financial Highlights.

 

†

The recent appreciation in the stock market has helped to produce short-term returns that are not typical and may not continue in the future. Because of ongoing market volatility, fund performance may be subject to substantial short-term changes.

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. 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 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%) 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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

    $ 1,000.00     $ 1,066.70     $ 0.63       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
7/1/19
  Ending
Account Value
12/31/19
  Expenses Paid
During Period
7/1/19 - 12/31/19*
  Annualized Expense
Ratio During Period
7/1/19 - 12/31/19

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

    $ 1,000.00     $ 1,024.60     $ 0.61       0.12 %

 

*

Expenses are equal to the average account value multiplied by the Fund’s annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equity Funds

      77.8 %

Fixed Income Funds

      17.4
   

 

 

 

Total Investment Securities

      95.2

Net other assets (liabilities)

      4.8
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Schedule of Portfolio Investments

December 31, 2019

 

Shares            Fair Value  
Affiliated Investment Companies (95.2%):  
Domestic Equity Funds (77.8%):  
  19,939,584      AZL S&P 500 Index Fund, Class 2    $ 363,698,015  
  33,917,283      AZL T. Rowe Price Capital Appreciation Fund      666,813,781  
     

 

 

 
        1,030,511,796  
     

 

 

 
Fixed Income Funds (17.4%):  
  20,593,873      AZL Enhanced Bond Index Fund      230,857,319  
     

 

 

 
 

Total Affiliated Investment Companies (Cost $1,055,494,651)

     1,261,369,115  
     

 

 

 
 

Total Investment Securities (Cost $1,055,494,651) — 95.2%(a)

     1,261,369,115  
 

Net other assets (liabilities) — 4.8%

     64,292,330  
     

 

 

 
 

Net Assets — 100.0%

   $ 1,325,661,445  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2019.

 

(a)

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

 

 

Futures Contracts

Cash of $66,353,788 has been segregated to cover margin requirements for the following open contracts as of December 31, 2019:

Long Futures

 

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

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

     3/20/20        247      $ 39,904,085      $ 1,045,044  

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

     3/20/20        206        26,454,906        (217,543 ) 
           

 

 

 
            $ 827,501  
           

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

 

Statement of Assets and Liabilities

December 31, 2019

 

Assets:

   

Investments in affiliates, at cost

    $ 1,055,494,651
   

 

 

 

Investments in affiliates, at value

    $ 1,261,369,115

Segregated cash for collateral for futures contracts

      66,353,788

Interest and dividends receivable

      71,785

Receivable for affiliated investments sold

      422,445

Receivable for variation margin on futures contracts

      636

Prepaid expenses

      4,801
   

 

 

 

Total Assets

      1,328,222,570
   

 

 

 

Liabilities:

   

Cash overdraft

      422,444

Payable for capital shares redeemed

      1,976,716

Manager fees payable

      111,721

Administration fees payable

      5,493

Custodian fees payable

      900

Administrative and compliance services fees payable

      4,626

Transfer agent fees payable

      982

Trustee fees payable

      1,138

Other accrued liabilities

      37,105
   

 

 

 

Total Liabilities

      2,561,125
   

 

 

 

Net Assets

    $ 1,325,661,445
   

 

 

 

Net Assets Consist of:

   

Paid in capital

    $ 1,063,347,928

Total distributable earnings

      262,313,517
   

 

 

 

Net Assets

    $ 1,325,661,445
   

 

 

 

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

      95,717,960

Net Asset Value (offering and redemption price per share)

    $ 13.85
   

 

 

 

Statement of Operations

For the Year Ended December 31, 2019

 

Investment Income:

    

Dividends from affiliates

     $ 23,735,963

Interest

       1,058,290

Dividends from non-affiliates

       3,823
    

 

 

 

Total Investment Income

       24,798,076
    

 

 

 

Expenses:

    

Manager fees

       1,226,736

Administration fees

       67,258

Custodian fees

       4,992

Administrative and compliance services fees

       21,242

Transfer agent fees

       5,762

Trustee fees

       66,228

Professional fees

       57,821

Shareholder reports

       24,136

Other expenses

       23,732
    

 

 

 

Total expenses

       1,497,907
    

 

 

 

Net Investment Income/(Loss)

       23,300,169
    

 

 

 

Net realized and Change in net unrealized gains/losses on investments:

    

Net realized gains/(losses) on affiliated underlying funds

       3,249,854

Net realized gains distributions from affiliated underlying funds

       38,881,825

Net realized gains/(losses) on futures contracts

       (7,619,886 )

Change in net unrealized appreciation/depreciation on affiliated underlying funds

       170,921,888

Change in net unrealized appreciation/depreciation on futures contracts

       4,520,200
    

 

 

 

Net realized and Change in net unrealized gains/losses on investments

       209,953,881
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 233,254,050
    

 

 

 
 

 

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, 2019
  For the
Year Ended
December 31, 2018

Change In Net Assets:

       

Operations:

       

Net investment income/(loss)

    $ 23,300,169     $ 14,159,631

Net realized gains/(losses) on investments

      34,511,793       42,681,468

Change in unrealized appreciation/depreciation on investments

      175,442,088       (76,276,696 )
   

 

 

     

 

 

 

Change in net assets resulting from operations

      233,254,050       (19,435,597 )
   

 

 

     

 

 

 

Distributions to Shareholders:

       

Distributions

      (57,822,009 )       (48,843,888 )
   

 

 

     

 

 

 

Change in net assets resulting from distributions to shareholders

      (57,822,009 )       (48,843,888 )
   

 

 

     

 

 

 

Capital Transactions:

       

Proceeds from shares issued

      82,071,615       73,125,433

Proceeds from dividends reinvested

      57,822,009       48,843,888

Value of shares redeemed

      (73,039,258 )       (66,407,984 )
   

 

 

     

 

 

 

Change in net assets resulting from capital transactions

      66,854,366       55,561,337
   

 

 

     

 

 

 

Change in net assets

      242,286,407       (12,718,148 )

Net Assets:

       

Beginning of period

      1,083,375,038       1,096,093,186
   

 

 

     

 

 

 

End of period

    $ 1,325,661,445     $ 1,083,375,038
   

 

 

     

 

 

 

Share Transactions:

       

Shares issued

      6,205,768       5,649,568

Dividends reinvested

      4,441,014       3,904,388

Shares redeemed

      (5,493,356 )       (5,211,798 )
   

 

 

     

 

 

 

Change in shares

      5,153,426       4,342,158
   

 

 

     

 

 

 

 

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,
     2019   2018   2017   2016   2015

Net Asset Value, Beginning of Period

    $ 11.96     $ 12.71     $ 11.47     $ 10.88     $ 10.45
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                   

Net Investment Income/(Loss)

      0.25 (a)       0.16       0.11       0.03       0.04

Net Realized and Unrealized Gains/(Losses) on Investments

      2.27       (0.34 )       1.50       0.79       0.39
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

      2.52       (0.18 )       1.61       0.82       0.43
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to Shareholders From:

                   

Net Investment Income

      (0.25 )       (0.13 )       (0.15 )       (0.17 )       —

Net Realized Gains

      (0.38 )       (0.44 )       (0.22 )       (0.06 )       — (b)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

      (0.63 )       (0.57 )       (0.37 )       (0.23 )       — (b)
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

    $ 13.85     $ 11.96     $ 12.71     $ 11.47     $ 10.88
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

      21.39 %       (1.67 )%       14.21 %       7.62 %       4.15 %

Ratios to Average Net Assets/Supplemental Data:

                   

Net Assets, End of Period (000’s)

    $ 1,325,661     $ 1,083,375     $ 1,096,093     $ 899,716     $ 664,399

Net Investment Income/(Loss)

      1.90 %       1.27 %       1.03 %       0.61 %       0.49 %

Expenses Before Reductions*(d)

      0.12 %       0.12 %       0.12 %       0.12 %       0.13 %

Expenses Net of Reductions*

      0.12 %       0.12 %       0.12 %       0.12 %       0.13 %

Portfolio Turnover Rate

      5 %       5 %       3 %       52 %(e)       1 %

 

*

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

 

(a)

Calculated using the average shares method.

 

(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)

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

 

(e)

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, 2019

 

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, and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial Services — Investment Companies”. 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 (the “Underlying 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.

Distributions to Shareholders

Distributions 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 distributions 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. Distributions 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.

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. During the year ended December 31, 2019, the Fund did not engage in any Rule 17a-7 transactions under the Rule.

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,

 

8


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The monthly average notional amount for long contracts was $58.0 million and the monthly average notional amount for short contracts was $9.4 million for the year ended December 31, 2019. 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, 2019:

 

   

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   $ 1,045,044     Payable for variation margin on futures contracts   $ —  

Interest Rate Risk

     
Interest Rate Contracts   Receivable for variation margin on futures contracts     —     Payable for variation margin on futures contracts     217,543  

 

*

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, 2019:

 

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 net in unrealized appreciation/depreciation on futures contracts    $ (9,252,380 )     $ 5,207,181  

Interest Rate Risk

     
Interest Rate Contracts   Net realized gains/(losses) on futures contracts/Change net in unrealized appreciation/depreciation on futures contracts      1,632,494        (686,981 ) 

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, 2020. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2019, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP T. Rowe Price Capital Appreciation 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, 2019, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Statement of Operations. During the year ended December 31, 2019, there were no voluntary waivers.

 

9


AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Notes to the Financial Statements

December 31, 2019

 

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, 2019, 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, 2019 is as follows:

 

     Fair Value
12/31/2018
  Purchases
at Cost
  Proceeds
from Sales
  Net
Realized
Gains(Losses)
  Change in Net
Unrealized
Appreciation/
Depreciation
 

Fair Value

12/31/2019

  Shares as of
12/31/2019
  Dividend
Income
  Net Realized
Gains Distributions
from Affiliated
Underlying Funds

AZL Enhanced Bond Index Fund

    $ 205,728,223     $ 23,182,670     $ (10,263,622 )     $ 276,053     $ 11,933,995     $ 230,857,319       20,593,873     $ 5,270,472     $ —

AZL S&P 500 Index Fund, Class 2

      280,475,858       36,716,353       (25,371,540 )       2,051,323       69,826,021       363,698,015       19,939,584       5,266,934       10,471,017

AZL T. Rowe Price Capital Appreciation Fund

      547,877,821       51,778,892       (22,927,282 )       922,478       89,161,872       666,813,781       33,917,283       13,198,557       28,410,808
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 1,034,081,902     $ 111,677,915     $ (58,562,444 )     $ 3,249,854     $ 170,921,888     $ 1,261,369,115       74,450,740     $ 23,735,963     $ 38,881,825
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

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 SEC. 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, 2019, $14,332 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 $182,500 annual Board retainer, the Lead Director receives an additional $45,625 annually, the Chair of the Nominating and Corporate Governance Committee receives an additional $10,000 annually and the Chair of the Audit Committee receives an additional $10,000 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, 2019, actual Trustee compensation was $1,343,125 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 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 T. Rowe Price Capital Appreciation Plus Fund

Notes to the Financial Statements

December 31, 2019

 

The following is a summary of the valuation inputs used as of December 31, 2019 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

       $ 1,261,369,115        $ —        $ —        $ 1,261,369,115
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         1,261,369,115          —          —          1,261,369,115
      

 

 

        

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                           

Futures Contracts

         827,501          —          —          827,501
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 1,262,196,616        $ —        $ —        $ 1,262,196,616
      

 

 

        

 

 

        

 

 

        

 

 

 

 

*

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, 2019, 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

       $ 111,677,915        $ 58,562,444

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 Fund 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, 2019 is $1,056,717,862. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 204,651,253  

Unrealized (depreciation)

    —  
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 204,651,253  
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2019 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

       $ 25,425,285        $ 32,396,724        $ 57,822,009

 

(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, 2018 was as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP T. Rowe Price Capital Appreciation Plus Fund

       $ 13,580,212        $ 35,263,676        $ 48,843,888

 

(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, 2019

 

At December 31, 2019, 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

       $ 42,542,527        $ 34,317,535        $ —        $ 204,651,253        $ 281,511,315

 

(a)

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to tax deferral of losses on wash sales, mark-to-market of futures contracts 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, 2019, the Fund had an individual shareholder account which is affiliated with the Manager representing ownership in excess of 85% of the Fund. As of December 31, 2019, the Fund had a controlling interest (in excess of 50%) in the AZL T. Rowe Price Capital Appreciation Fund, which is affiliated with the Investment Adviser. Investment activities of these shareholders could have a material impact to the Fund.

9. 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 Board of Trustees of Allianz Variable Insurance Products Fund of Funds Trust and Shareholders of AZL MVP T. Rowe Price Capital Appreciation Plus Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AZL MVP T. Rowe Price Capital Appreciation Plus Fund (one of the funds constituting Allianz Variable Insurance Products Fund of Funds Trust, referred to hereafter as the “Fund”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for the years ended December 31, 2019 and 2018, including the related notes, and the financial highlights for the years ended December 31, 2019 and 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year ended December 31, 2019, the changes in its net assets and the financial highlights for the years ended December 31, 2019 and 2018 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2017 and the financial highlights for each of the periods ended on or prior to December 31, 2017 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 23, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 21, 2020

We have served as the auditor of one or more investment companies in the Allianz Variable Insurance Products complex since 2018.

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2019, 33.74% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deductions available to corporate shareholders.

During the year ended December 31, 2019, the Fund declared net short-term capital gain distributions of $2,810,690.

During the year ended December 31, 2019, the Fund declared net long-term capital gain distributions of $32,396,724.

 

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-PORT. 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 April 30, 2021 (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 certain 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 (“Independent Trustee Counsel”). 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 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 use and allocation of any brokerage commissions derived from trading the Funds’ portfolio securities; 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 summer and fall of 2019. Information relevant to the approval of the Management Agreement was considered at in- person Board meetings held June 18, 2019, and September 18, 2019, as well as at various telephonic Board meetings preceding the two in-person meetings. The Management Agreement was approved at the Board meeting on September 18, 2019. At such meeting the Board also approved the Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2021. 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 and the Trustees. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with Independent Trustee Counsel 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 Independent Trustee Counsel at which no representatives of the Manager were present. In reaching its 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 has continued to expand as a result of 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 summer and fall 2019 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 that 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 meetings held June 18 and September 18, 2019, the Manager reported that for the five Funds for which performance information for the five year period ended December 31, 2018 was available, three were in the top 40%, two were in the middle 20%, and none 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 December 31, 2018, for the eight Funds for which three-year performance information was available, four Funds were in the top 40%, three Funds were in the middle 20%, and one Fund was in the bottom 40%. For the 12 Funds for which one-year performance information was available, for the one-year period ended December 31, 2018, four Funds were in the top 40%, seven Funds were in the middle 20%, and one Fund was in the bottom 40% against peers.

At the Board meetings held June 18 and September 18, 2019, the Manager also reported upon the performance of the MVP Funds compared to custom managed-volatility peer groups. For the six Funds for which five-year performance information was available, for the five-year period ended December 31, 2018, five Funds were in the top 40% and one Fund was in the bottom 20%. For the eight Funds for which three-year performance information was available, for the three-year period ended December 31, 2018, five Funds were in the top 40%, two Funds were in the middle 20%, and one was in the bottom 40%. For the 10 Funds for which one-year performance was available, for the one-year period ended December 31, 2018, five Funds were in the top 40%, four Funds were in the middle 20%, and one Fund was in the bottom 40%.

At the Board meeting held September 18, 2019, 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 48th percentile of the customized peer group. The Manager reported that for three MVP Index Strategy Funds the advisory fee paid put them in the 18th percentile of the customized peer group, and for the AZL Balanced Index Strategy Fund the advisory fee paid put it in the 7th percentile of the customized peer group. The Manager reported that for the AZL DFA Multi-Strategy Fund, the advisory fee paid was in the 6th percentile. The Manager reported that for the AZL MVP Global Balanced Index Strategy (formerly, AZL MVP BlackRock Global Strategy Plus), AZL MVP DFA Multi-Strategy, AZL MVP FIAM Multi-Strategy, and AZL MVP T. Rowe Price Capital Appreciation Plus Funds, the advisory fee paid was in the 10th 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 2016 through December 31, 2018. 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 AZL MVP Fusion Dynamic Funds, pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the AZL MVP Fusion Dynamic Funds’ underlying funds and the asset allocations among the underlying funds. The Manager, not any Fund, pays a consultant fee to Wilshire.

(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 December 31, 2018, were approximately $9.8 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 same effect of reducing expenses similar to 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.

In conclusion, after full consideration of the above factors, as well as such other factors as each member of the Board considered instructive in evaluating the Management Agreement, the Board concluded that the advisory fees were reasonable, and that the continuation of the Management Agreement was in the best interest of the Funds.

 

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 seven 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; Chair, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Chair Sterling Bank & Trust (Bahamas) Ltd., 2016 to present, and Expert Witness, Massachusetts Department of Revenue, 2011 to 2016.   33  

Argus Group Holdings and Subsidiaries; Northstar Group Holdings; Sterling Trust (Cayman) Ltd.; Sterling Bank & Trust Limited (Bahamas); Emrys Analytics; EGB Insurance.

Sterling National Bank Advisory Board, Stellar Energy Foundation.

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   33   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   33   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   33   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   33   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   33   None

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   33   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-Money Laundering Compliance Officer    Since 02/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present.

 

(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.    ANNRPT1219 2/20


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 Tamara Lynn Fagely, who is “independent” for purposes of this Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

 

      2019    2018

(a)

   Audit Fees   

$180,000

   $180,000

(b)

   Audit-Related Fees   

$0

   $0
   Related to the consent on Form N-1A for the annual registration statement.      
      2019    2018

(c)

   Tax Fees   

$54,000

   $54,000
   Services include preparation of the U.S. Corporate Income Tax Return for Regulated Investment Companies, Form 1120 RIC, and extensions for the Funds for the year ended December 31, 2019. We will also prepare the Delaware information return, Form 1902(b), for the funds.      
      2019    2018

(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)

   The aggregate fees billed for each of the last two fiscal years for professional services rendered by PricewaterhouseCoopers LLP for tax compliance, tax advice, and tax planning were as follows:    2019    2018
      $54,000    $54,000

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.

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 furnished herewith.

 

(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 20, 2020

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 20, 2020

 

By (Signature and Title)      /s/ Bashir C. Asad   
     Bashir C. Asad, Principal Financial Officer & Principal Accounting Officer   

Date    February 20, 2020