DELAWARE GROUP® FOUNDATION FUNDS
Delaware Strategic Allocation Fund
DELAWARE POOLED® TRUST
Delaware Global Listed Real Assets Fund
DELAWARE VIP® TRUST
Delaware VIP REIT Series
2005 Market Street
Philadelphia, PA 19103-7094
JOINT INFORMATION STATEMENT
This Joint Information Statement is being furnished on behalf of the Boards of Trustees (“Trustees” or “Board”) of Delaware Group Foundation Funds, Delaware Pooled Trust, and Delaware VIP Trust (each, a “Trust” and collectively, the “Trusts”) to inform shareholders of the funds listed above (each, a “Fund” and collectively, the “Funds”) about recent changes related to the Funds’ sub-advisory arrangements. The changes were approved by the Board on the recommendation of the Funds’ investment manager, Delaware Management Company (“DMC” or the “Manager”), without shareholder approval as is permitted by an order of the U.S. Securities and Exchange Commission (“SEC”). WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
A Notice of Internet Availability of Joint Information Statement relating to this Joint Information Statement (“Notice”) was mailed beginning on or about Aug. 28, 2020 to shareholders of record of each Fund as of August 17, 2020 (the “Record Date”). The Joint Information Statement is being made available on the Funds’ website at delawarefunds.com/literature and delawarefunds.com/vip/literature (for Delaware VIP REIT Series only) on or about Aug. 28, 2020 until at least Nov. 26, 2020. A paper or e-mail copy of the Joint Information Statement may be obtained, without charge, by contacting your financial intermediary, your insurance company (for Delaware VIP REIT Series), or calling the Delaware Funds® by Macquarie Service Center at 800 523-1918.
INTRODUCTION
The Manager is the investment manager to each series of the Trusts, including the Funds. Pursuant to “manager of managers” authority, the Manager, subject to approval by the Board, is permitted to hire, terminate, or replace sub-advisors who are affiliated or unaffiliated with the Trusts or the Manager, and to enter into and modify material terms and conditions of the related sub-advisory agreements without shareholder approval. Section 15(a) of the Investment Company Act of 1940, as amended (the “1940 Act”), generally requires that the shareholders of a mutual fund approve an agreement pursuant to which a person serves as investment advisor or sub-advisor of the fund. In order to use the “manager of managers” authority discussed above, the Manager, the Trusts, and certain affiliates requested and received an exemptive order from the SEC on Jan. 17, 2017 (the “SEC Order”). The SEC Order exempts the Manager, the Trusts and other affiliates from certain of the shareholder approval requirements of Section 15(a) of the 1940 Act and allows the Board, subject to certain conditions, to appoint new sub-advisors and approve new sub-advisory agreements on behalf of the Trusts without shareholder approval. The Manager has ultimate responsibility (subject to
oversight by the Board) to supervise the sub-advisors and recommend the hiring, termination, and replacement of the sub-advisors to the Board.
Consistent with the terms of the SEC Order, at a meeting held on June 10, 2020 (the “Meeting”), the Board, including a majority of the Trustees who are not “interested persons” of the Trusts or of the Manager (the “Independent Trustees”), approved the expansion of sub-advisory services provided by Macquarie Investment Management Global Limited (“MIMGL”) as sub-advisor to the Funds (the “Sub-Advisor”) and approved a new sub-advisory agreement between the Manager and the Sub-Advisor to expand the services provided to the Funds by the Sub-Advisor. MIMGL is an affiliate of the Manager.
The Trusts and the Manager have agreed to comply with certain conditions when acting in reliance on the relief granted in the SEC Order. These conditions require, among other things, that within ninety (90) days of hiring a new sub-advisor, the affected fund will notify the shareholders of the fund of the changes. The Notice provides such notice of the changes and this Joint Information Statement presents additional details regarding MIMGL and the new sub-advisory agreement (the “Sub-Advisory Agreement”).
THE INVESTMENT MANAGER
The Manager is located at 2005 Market Street, Philadelphia, PA 19103-7094 (610 Market Street, Philadelphia, PA 19106 effective on or about September 1, 2020), and is a series of Macquarie Investment Management Business Trust, which is an indirect subsidiary of Macquarie Management Holdings, Inc. (“MMHI”), which in turn is an indirect subsidiary, and subject to the ultimate control, of Macquarie Group Limited (“Macquarie”). The Manager is registered as an investment advisor with the SEC under the Investment Advisers Act of 1940, as amended.
The Manager provides investment advisory services to the Funds pursuant to an investment management agreement dated Jan. 4, 2010 between the Trusts and the Manager, as amended (the “Management Agreement”). The Management Agreement was most recently renewed by the Board, including a majority of the Independent Trustees, at a meeting held on Aug. 11-13, 2020. The Trusts employ the Manager to generally manage the investment and reinvestment of the assets of the Funds. In so doing, the Manager may hire one or more sub-advisors to carry out the investment program of the Funds, subject to the approval of the Board. The Manager continuously reviews and supervises the investment program of the Funds. The Manager furnishes regular reports to the Board regarding the investment program and performance of the Funds.
Pursuant to the Management Agreement, the Manager has full discretion and responsibility, subject to the overall supervision of the Board, to select and contract with one or more investment sub-advisors, to manage the investment operations and composition of the Funds, and to render investment advice for the Funds, including the purchase, retention, and disposition of investments, securities and cash held by the Funds. The Management Agreement obligates the Manager to implement decisions with respect to the allocation or reallocation of each Fund’s assets among one or more current or additional sub-advisors, and to monitor the sub-advisors’ compliance with the Funds’ investment objective(s), policies, and restrictions. Under the Management Agreement, each Trust will bear the expenses of conducting its business. In addition, the Manager pays the salaries of all officers and Trustees of the Trusts who are officers, directors, or employees of the Manager or its affiliates.
As compensation for the services rendered under the Investment Management Agreement, the Funds pay the Manager an annual management fee as a percentage of average daily net assets as described in Exhibit A. During the last fiscal year for each of the Funds paid investment management fees to the Manager as described in Exhibit B.
The key executives and each trustee of the Manager and their principal occupations are: Shawn K. Lytle, Trustee and President; Roger A. Early, Trustee and Executive Vice President/Executive Director, Global Co-Head of Fixed Income; David F. Connor, Trustee and Senior Vice President/General Counsel/Secretary; Richard Salus, Senior Vice President; Michael F. Capuzzi, U.S. Chief Operations Officer; Patricia L. Bakely, Chief Financial Officer; and; Brian L. Murray, Senior Vice President/Global Chief Compliance Officer. The address of each person listed is 2005 Market Street, Philadelphia, PA 19103-7094. (610 Market Street, Philadelphia, PA 19106 effective on or about September 1, 2020). Shawn K. Lytle is also a Trustee for the Funds.
THE SUB-ADVISORS
MIMAK, located at Kaerntner Strasse 28, 1010 Vienna, Austria, is an affiliate of the Manager and a part of Macquarie Investment Management (“MIM”). MIM is the marketing name for certain companies comprising the asset management division of Macquarie Group Limited. As of March 31, 2020 MIM managed more than $234.9 billion in assets for institutional and individual clients.
MIMAK currently serves as a sub-advisor to Delaware Global Listed Real Assets Fund and Delaware Strategic Allocation Fund and the sub-advisory agreement between MIMAK and the Manager was most recently approved by the Board on May 11-13, 2020. The Manager will compensate MIMAK out of the investment advisory fees it receives from the Funds.
The names and principal occupations of the principal executive officers and/or directors of MIMAK are listed below. The address of each principal executive officer and/or director listed below, as it relates to the person’s position with MIMAK, is Kaerntner Strasse 28, 1010 Vienna, Austria:
Name | Position |
Rene Kreisl | Chief Compliance Officer and Director |
Gerhard Aigner | Director |
Konrad Kontriner | Director |
MIMGL, located at 50 Martin Place, Sydney, Australia, is an affiliate of the Manager and a part of MIM. MIMGL was approved by the Board to serve in an expanded role as a sub-advisor to the Funds at the Meeting. Under the new Sub-Advisory Agreement, MIMGL will serve as the principal sub-advisor and will be primarily responsible for the day-to-day portfolio management of Delaware VIP REIT Series; MIMGL will also be responsible for managing the real estate investment trust securities sleeve of Delaware Strategic Allocation Fund and Delaware Global Listed Real Assets Fund and other equity asset classes to which the portfolio managers may allocate assets from time to time. The Manager compensates MIMGL out of the investment advisory fees it receives from the Funds. The new Sub-Advisory Agreement between MIMGL and the Manager is effective June 11, 2020 and is described more below.
The names and principal occupations of the principal executive officers and/or directors of MIMGL are listed below. The address of each principal executive officer and/or director listed below, as it relates to the person’s position with MIMGL, is 50 Martin Place, Sydney, Australia:
Name | Position |
Brett Lewthwaite | Director |
Bruce Terry | Director |
Patrick Ling | Chief Legal Officer |
Kean Lim | Chief Compliance Officer |
Rajiv Gohil | Director |
Scot Thompson | Director |
Caroline Marull | Director |
Macquarie Investment Management Europe Limited (“MIMEL”), located at 28 Ropemaker Street, London, England, is an affiliate of the Manager and a part of MIM. MIMEL currently serves as a sub-advisor to Delaware Strategic Allocation Fund, and the sub-advisory agreement between the Manager and MIMEL was most recently approved by the Board on Aug. 11-13, 2020. The Manager compensates MIMEL out of the investment advisory fees it receives from the Funds.
The names and principal occupations of the principal executive officers and/or directors of MIMEL are listed below. The address of each principal executive officer and/or director listed below, as it relates to the person’s position with MIMEL, is 28 Ropemaker Street, London, England:
Name | Position |
Graham McDevitt | Director |
Alison Wood | Chief Compliance Officer |
Adam Lygoe | Director |
Christopher Hamilton | Director |
MFMHKL, located at Level 18, One International Finance Centre, One Harbour View Street, Central, Hong Kong, is an affiliate of the Manager and a part of MIM. MFMHKL currently serves as a sub-advisor to the Funds and the sub-advisory agreement between the Manager and MFMHKL was most recently approved by the Board on Aug. 11-13, 2020. The Manager compensates MFMHKL out of the investment advisory fees it receives from the Funds.
The names and principal occupations of the principal executive officers and/or directors of MFMHKL are listed below. The address of each principal executive officer and/or director listed below, as it relates to the person’s position with MFMHKL, is Level 18, One International Finance Centre, One Harbour View Street, Central, Hong Kong:
Name | Position |
John Bugg | Director |
Andrew Graham | Chief Compliance Officer |
Hans Yeung | Chief Financial Officer |
Wei Yue Cheong | Director |
Bastiaan Van Buuren | Director |
Divya Sharma | Legal Entity Controller |
Jackson Square Partners, LLC (“JSP”), located at 101 California Street, Suite 3750, San Francisco, CA 94111, currently serves as a sub-advisor to Delaware Strategic Allocation Fund, and the sub-advisory agreement between the Manager and JSP was most recently approved by the Board on Aug. 11-13, 2020. JSP is a Delaware limited liability company resulting from a joint venture between Delaware Investments Advisers Partner, Inc., an affiliate of the Manager, and California Street Partners, L.P., a Delaware limited partnership owned by certain JSP personnel. JSP is compensated out of the fees that the Manager receives from Delaware Strategic Allocation Fund. As of Dec. 31, 2019, JSP manages approximately $22.3 billion in assets, including mutual funds, separate accounts and other investment vehicles, of which approximately $2.5 billion is non-discretionary.
The names and principal occupations of the principal executive officers and/or directors of JSP are listed below. The address of each principal executive officer and/or director listed below, as it relates to the person’s position with JSP, is 101 California Street, Suite 3750, San Francisco, CA 94111:
Name | Position |
Kevin Brown | Managing Director |
Van Tran | Chief Compliance Officer |
Debbie Sabo | Head of Trading |
Jeff Van Harte | Chairman, Chief Investment Officer |
ADDITIONAL SERVICES TO BE PROVIDED BY MIMGL UNDER THE NEW SUBADISORY AGREEMENT
The Board approved the new Sub-Advisory Agreement between DMC and MIMGL on June 10, 2020. The Sub-Advisory Agreement is dated June 11, 2020 and will continue for an initial term of no more than two years. Under the new Sub-Advisory Agreement, MIMGL will provide expanded services to the Funds as compared with those provided under the previous sub-advisory agreement. MIMGL will serve as the principal sub-advisor and will be primarily responsible for the day-to-day portfolio management of Delaware VIP REIT Series. MIMGL will also be responsible for managing investments in the real estate investment trust (“REIT”) securities sleeve for Delaware Strategic Allocation Fund and Delaware Global Listed Real Assets Fund. As previously disclosed to shareholders, MIMGL would also continue to support each Fund’s strategy by providing investment recommendations, discussing strategy, and sharing investment ideas, including with respect to specific securities, on a regular basis and when directed by the Manager, provide investment discretion and trading.
DMC will continue to serve as investment advisor to the Funds, however, under the proposed arrangements, MIMGL’s portfolio managers, Scot Thompson and Benjamin Leung, will take over primary day-to-day responsibility and will serve as the portfolio managers for Delaware VIP REIT Series. The Funds’ investment objectives, policies, and limitations remain unchanged in connection with the new Sub-Advisory Agreement, however the Fund’s REIT strategy will change to reflect MIMGL’s investment process. Messrs. Thompson and Leung will also be responsible for managing the real estate investment trust securities sleeve of Delaware Strategic Allocation Fund and Delaware Global Listed Real Assets Fund and other equity asset classes to which the portfolio managers primarily responsible for the Funds may allocate assets from time to time. The Funds’ investment objectives, policies, and limitations remain unchanged in connection with the new Sub-Advisory Agreement. MIMGL will receive increased
compensation from the Manager for its increased role with MIMGL will receive increased compensation from the Manager for their increased roles with the Funds. Apart from the additional services to be provided by MIMGL, the Sub-Advisory Agreement is substantially similar to the sub-advisory agreement previously approved by the Board.
THE MANAGER’S RECOMMENDATION AND THE BOARD’S CONSIDERATIONS
In reaching the decision to approve the Sub-advisory Agreement, the Board considered and reviewed information about MIMGL, including its personnel, operations, and financial condition, which had been provided by MIMGL. The Board also reviewed material furnished by the Manager in advance of the Meeting, including: a memorandum from the Manager reviewing the Sub-Advisory Agreement and the various expanded services proposed to be rendered by MIMGL; information concerning MIMGL’s organizational structure and the experience of its key investment management personnel; copies of MIMGL’s Form ADV and financial statements; relevant performance information provided with respect to MIMGL; and a copy of the Sub-Advisory Agreement.
In considering such information and materials, the Independent Trustees received assistance and advice from and met separately with independent counsel. While attention was given to all information furnished, the following discusses some primary factors relevant to the Board’s decision to approve the Sub-Advisory Agreement. This discussion of the information and factors considered by the Board (as well as the discussion above) is not intended to be exhaustive, but rather summarizes certain factors considered by the Board. In view of the wide variety of factors considered, the Board did not, unless otherwise noted, find it practicable to quantify or otherwise assign relative weights to the following factors. In addition, individual Trustees may have assigned different weights to various factors.
Nature, extent, and quality of services. The Board considered the nature, quality, and extent of services that MIMGL would provide as a sub-advisor to the Funds. The Board took into account the investment process to be employed by MIMGL in connection with the sub-advisor’s responsibilities in conjunction with DMC in managing the Funds, and the qualifications and experience of MIMGL’s team with regard to implementing the investment mandate of the Funds. The Board considered MIMGL’s organization, personnel, and operations. The Trustees also considered the Manager’s review and recommendation process with respect to MIMGL, and the Manager’s favorable assessment as to the nature, quality, and extent of the expanded sub-advisory services expected to be provided by MIMGL to the Funds. Based upon these considerations, the Board was satisfied with the nature and quality of the overall services to be provided by the Sub-Advisor to the Funds and their shareholders and the Manager was confident in the abilities of the Sub-Advisor to provide quality services to the Funds and their shareholders.
Investment performance. In evaluating performance, the Board recognized that the Sub-Advisor had not yet managed the Funds in this expanded capacity. The Board considered the experience of the Sub-Advisor’s portfolio management team and noted the Manager’s favorable representation of the Sub-Advisor’s performance in managing other funds with similar strategies. The Board also considered the Manager’s representation that the Manager would continue to provide oversight and monitor the Sub-Advisor’s services.
Sub-advisory fees. The Board considered the appropriateness of the sub-advisory fees in light of the nature, extent, and quality of the sub-advisory services to be provided by the Sub-
Advisor. The Board noted that the sub-advisory fees are paid by the Manager to the Sub-Advisor and are not additional fees borne by the Funds, and that the management fee paid by the Funds to the Manager would stay the same at current asset levels. The Board concluded that in light of the quality and extent of the services to be provided and the business relationships between the Manager and the Sub-Advisor, the proposed fee arrangement was reasonable.
Profitability, economies of scale, and fall out benefits. Information about the Sub-Advisor’s profitability from its expanded responsibilities with the Funds was not available because it had not begun to provide those services to the Funds. The Board considered information regarding the fees to be paid to the Sub-Advisor from its relationship with the Funds and noted the Sub-Advisor’s representation of that they were in stable financial condition. The Trustees also noted that economies of scale are shared with the Funds and their shareholders through investment management fee breakpoints in DMC’s fee schedule for the Funds so that as a Fund grows in size, its effective investment management fee rate declines. Accordingly, the Board did not expect possible fall-out benefits and economies of scale under the Sub-Advisory Agreement to be significantly different than those considered when the Board initially appointed MIMGL as a sub-advisor to the Funds.
GENERAL INFORMATION
Distributor
The Funds’ distributor, Delaware Distributors, L.P. (“Distributor”), located at 2005 Market Street, Philadelphia, PA 19103-7094 (610 Market Street, Philadelphia, PA 19106 effective on or about September 1, 2020), serves as the national distributor of the Trusts’ shares under an amended and restated Distribution Agreement dated Jan. 4, 2010. The Distributor is an affiliate of the Manager and bears all of the costs of promotion and distribution, except for payments by the retail class shares of the Funds under their respective Rule 12b-1 Plans. The Distributor is an indirect subsidiary of MMHI, and, therefore, of Macquarie. The Distributor has agreed to use its best efforts to sell shares of the Funds. Shares of the Funds are offered on a continuous basis by the Distributor and may be purchased through authorized investment dealers, except for shares of variable insurance funds. The Board annually reviews fees paid to the Distributor.
Transfer Agent, Administrator, and Fund Accountant
Delaware Investments Fund Services Company (“DIFSC”), located at 2005 Market Street, Philadelphia, PA 19103-7094 (610 Market Street, Philadelphia, PA 19106 effective on or about September 1, 2020), serves as the Trusts’ shareholder servicing, dividend disbursing, and transfer agent. DIFSC provides fund accounting and financial administration oversight services to the Funds. Those services include overseeing the Funds’ pricing process, the calculation and payment of Fund expenses, and financial reporting in shareholder reports, registration statements, and other regulatory filings. Additionally, DIFSC manages the process for the payment of dividends and distributions and the dissemination of Fund net asset values and performance data. DIFSC is an affiliate of the Manager, and is an indirect subsidiary of MMHI and, therefore, of Macquarie.
The Bank of New York Mellon, located at 240 Greenwich Street, New York, NY 10286-0001, provides fund accounting and financial administration services to the Funds. Those services include performing functions related to calculating the Funds’ net asset value and
providing financial reporting information, regulatory compliance testing and other related accounting services.
Payments to Affiliated Brokers
During the last fiscal year, the Funds did not pay any commissions to any affiliated broker.
Shares Outstanding
The table in Exhibit C shows as of Aug. 17, 2020, as to each class of the Funds, the number of shares outstanding.
Record of Beneficial Ownership
As of August 17, 2020 the Manager believes that there were no beneficial owners holding 5% or more of the total outstanding shares of any Class of shares of each Fund other than those listed on Exhibit D. As of August 17, 2020 the Manager believes that the Funds’ officers and Trustees directly owned less than 1% of the outstanding shares of each Class of each Fund.
Householding
Only one copy of the Notice may be mailed to households, even if more than one person in a household is a shareholder of record of a Fund as of the Record Date, unless a Trust has received instructions to the contrary. Additional copies of the Notice or copies of the Joint Information Statement may be obtained, without charge, by contacting your financial intermediary, your insurance company (for Delaware VIP REIT Series only), or calling the Delaware Funds by Macquarie Service Center at 800 523-1918. If you do not want the mailing of the Notice or the Joint Information Statement, as applicable, to be combined with those for other members of your household in the future, or if you are receiving multiple copies and would rather receive just one copy for the household, please contact your participating securities dealer or other financial intermediary, your insurance company (for Delaware VIP REIT Series only) or, if you own Fund shares directly through the Funds’ service agent, by calling the Funds’ service agent.
Financial Information
Shareholders can obtain a copy of the Funds’ most recent Annual and Semiannual Reports, without charge, by contacting your financial intermediary, insurance company (for Delaware VIP REIT Series only) or calling the Delaware Funds by Macquarie Service Center at 800 523-1918.
EXHIBIT A
As compensation for services rendered under the Management Agreement, the Manager is entitled to receive an annual fee equal to the following percentage rates of the average daily net assets of each Fund:
| Fund | Management Fee (annual rate as a percentage of average daily net assets) |
| Delaware Strategic Allocation Fund | 0.65% on the first $500 million 0.60% on the next $500 million 0.55% on the next $1.5 billion 0.50% of the average daily net assets in excess of $2.5 billion |
| Delaware Global Listed Real Assets Fund | 0.75% on the first $500 million 0.70% on the next $500 million 0.65% on the next $1.5 billion 0.60% of the average daily net assets in excess of $2.5 billion |
| Delaware VIP REIT Series | 0.75% on the first $500 million 0.70% on the next $500 million 0.65% on the next $1.5 billion 0.60% of the average daily net assets in excess of $2.5 billion |
EXHIBIT B
During the fiscal year indicated, the Funds paid the following investment management fees to the Manager:
| Fund | Fiscal Year End | Management Fees Paid |
| Delaware Strategic Allocation Fund | Mar. 30, 2020 | $1,534,352 |
| Delaware Global Listed Real Assets Fund | Oct. 31, 2019 | $456,932 |
| Delaware VIP REIT Series | Dec. 31, 2019 | $3,192,391 |
EXHIBIT C
NUMBER OF SHARES OF EACH FUND OUTSTANDING
AS OF AUG. 17, 2020
| Fund | Shares Outstanding |
| Delaware Strategic Allocation Fund | Class A: 16,725,260.634 Class C: 1,695,953.159 Institutional Class: 3,454,843.774 Class R: 131,395.419 Total: 22,007,452.986 |
| Delaware Global Listed Real Assets Fund | Class A: 3,494,453.963 Class C: 251,353.749 Institutional Class: 4,323,234.672 Class R: 372,090.978 Class R6: 578,796.399 Total: 9,019,929.761 |
| Delaware VIP REIT Series | Standard Class (I): 17,805,040.766 Service Class (S): 14,940,919.846 Total: 32,745,960.612 |
EXHIBIT D
As of August 17, 2020 management believes the following shareholders held of record 5% or more of the outstanding shares of each class of the Funds, as follows:
| Class | Fund | Name and Address of Beneficial Owner | Total Share Balance | Percentage of the Class |
A | DELAWARE GLOBAL LISTED REAL ASSETS FUND | NATIONAL FINANCIAL SERVICES LLC
(FBO) OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPARTMENT
4TH FLOOR
499 WASHINGTON BLVD
JERSEY CITY NJ 07310 | 543,111.167 | 15.57% |
A | DELAWARE GLOBAL LISTED REAL ASSETS FUND | PERSHING LLC
1 PERSHING PLAZA
JERSEY CITY NJ 07399-0002 | 364,121.345 | 10.44% |
A | DELAWARE GLOBAL LISTED REAL ASSETS FUND | RAYMOND JAMES
OMNIBUS FOR MUTUAL FUNDS
HOUSE ACCT FIRM 92500015
ATTN COURTNEY WALLER
880 CARILLON PARKWAY
ST PETERSBURG FL 33713 | 183,886.022 | 5.27% |
C | DELAWARE GLOBAL LISTED REAL ASSETS FUND | NATIONAL FINANCIAL SERVICES LLC
(FBO) OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPARTMENT
4TH FLOOR
499 WASHINGTON BLVD
JERSEY CITY NJ 07310 | 86,873.900 | 34.64% |
C | DELAWARE GLOBAL LISTED REAL ASSETS FUND | PERSHING LLC
1 PERSHING PLAZA
JERSEY CITY NJ 07399-0002 | 51,615.810 | 20.58% |
C | DELAWARE GLOBAL LISTED REAL ASSETS FUND | LPL FINANCIAL
OMNIBUS CUSTOMER ACCOUNT
ATTN LINDSAY OTOOLE
4707 EXECUTIVE DRIVE
SAN DIEGO CA 92121 | 26,044.996 | 10.38% |
C | DELAWARE GLOBAL LISTED REAL ASSETS FUND | RAYMOND JAMES
OMNIBUS FOR MUTUAL FUNDS
HOUSE ACCT FIRM 92500015
ATTN COURTNEY WALLER
880 CARILLON PARKWAY
ST PETERSBURG FL 33713 | 14,487.640 | 5.78% |
I | DELAWARE GLOBAL LISTED REAL ASSETS FUND | CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCT FBO CUSTOMERS
ATTN MUTUAL FUNDS
211 MAIN ST
SAN FRANCISCO CA 94105 | 3,298,074.583 | 76.55% |
I | DELAWARE GLOBAL LISTED REAL ASSETS FUND | NATIONAL FINANCIAL SERVICES LLC
(FBO) OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPARTMENT
4TH FLOOR
499 WASHINGTON BLVD
JERSEY CITY NJ 07310 | 407,539.810 | 9.46% |
R | DELAWARE GLOBAL LISTED REAL ASSETS FUND | ASCENSUS TRUST COMPANY FBO
AG RISK SOLUTIONS RETIREMENT PLAN
83806
P.O. BOX 10758
FARGO, ND 58106 | 34,244.843 | 9.20% |
R | DELAWARE GLOBAL LISTED REAL ASSETS FUND | ASCENSUS TRUST COMPANY FBO
MONTROY ANDERSON 401(K) PLAN 69069
P.O. BOX 10758
FARGO, ND 58106 | 19,647.227 | 5.28% |
R6 | DELAWARE GLOBAL LISTED REAL ASSETS FUND | LINCOLN RETIREMENT SERVICES COMPANY
FBO MMH INC RETIREMENT PLAN
PO BOX 7876
FORT WAYNE IN 46801-7876 | 372,465.145 | 64.53% |
R6 | DELAWARE GLOBAL LISTED REAL ASSETS FUND | BOND STREET CUSTODIANS LTD
ACF MACQUARIE GROUP SERVICES
AUSTRALIA PTY LTD - DPS022
MACQUARIE BANK C/O INTERNATIONAL
OPERATION SHELLEY STREET NO 1
SYDNEY NSW 2000 AUSTRALIA | 143,416.395 | 24.85% |
R6 | DELAWARE GLOBAL LISTED REAL ASSETS FUND | BOND STREET CUSTODIANS LTD
ACF MACQUARIE GROUP SERVICES
AUSTRALIA PTY LTD - DPS999
MACQUARIE BANK C/O INTERNATIONAL
OPERATION SHELLEY STREET NO 1
SYDNEY NSW 2000 AUSTRALIA | 45,950.569 | 7.96% |
C | DELAWARE STRATEGIC ALLOCATION FUND | AMERICAN ENTERPRISE INVESTMENT SVC
(FBO) 41999970
707 2ND AVE SOUTH
MINNEAPOLIS MN 55402-2405 | 242,842.463 | 14.44% |
C | DELAWARE STRATEGIC ALLOCATION FUND | LPL FINANCIAL
OMNIBUS CUSTOMER ACCOUNT
ATTN LINDSAY OTOOLE
4707 EXECUTIVE DRIVE
SAN DIEGO CA 92121 | 193,643.436 | 11.52% |
C | DELAWARE STRATEGIC ALLOCATION FUND | WELLS FARGO CLEARING SVCS LLC
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
SAINT LOUIS MO 63103-2523 | 170,820.714 | 10.16% |
C | DELAWARE STRATEGIC ALLOCATION FUND | NATIONAL FINANCIAL SERVICES LLC
(FBO) OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPARTMENT
4TH FLOOR
499 WASHINGTON BLVD
JERSEY CITY NJ 07310 | 153,739.264 | 9.14% |
C | DELAWARE STRATEGIC ALLOCATION FUND | PERSHING LLC
1 PERSHING PLAZA
JERSEY CITY NJ 07399-0002 | 97,358.587 | 5.79% |
I | DELAWARE STRATEGIC ALLOCATION FUND | BOND STREET CUSTODIANS LTD
ACF MACQUARIE GROUP SERVICES
AUSTRALIA PTY LTD - DPS022
MACQUARIE BANK C/O INTERNATIONAL
OPERATION SHELLEY STREET NO 1
SYDNEY NSW 2000 AUSTRALIA | 864,949.041 | 25.14% |
I | DELAWARE STRATEGIC ALLOCATION FUND | LINCOLN RETIREMENT SERVICES CO
LINCOLN RETIREMENT SERVICES COMPANY
FBO MMH INC EMPLOYEES SAV AND 401K
P.O. BOX 7876
FORT WAYNE IN 46801-7876 | 829,962.496 | 24.12% |
I | DELAWARE STRATEGIC ALLOCATION FUND | LINCOLN RETIREMENT SERVICES COMPANY
FBO MMH INC RETIREMENT PLAN
P.O. BOX 7876
FORT WAYNE IN 46801-7876 | 511,080.623 | 14.85% |
I | DELAWARE STRATEGIC ALLOCATION FUND | BOND STREET CUSTODIANS LTD
ACF MACQUARIE GROUP SERVICES
AUSTRALIA PTY LTD - DPS999
MACQUARIE BANK C/O INTERNATIONAL
OPERATION SHELLEY STREET NO 1
SYDNEY NSW 2000 AUSTRALIA | 312,131.092 | 9.07% |
R | DELAWARE STRATEGIC ALLOCATION FUND | DR. TENCZA FBO
TENCZA DENTAL ASSOCIATES P C 401(K)
427 CATTELL STREET
EASTON, PA 18042 | 28,615.391 | 21.76% |
R | DELAWARE STRATEGIC ALLOCATION FUND | ASCENSUS TRUST COMPANY FBO
BUTLER BALANCING COMPANY INC 401
209854
PO BOX 10758
FARGO ND 58106-0758 | 28,340.521 | 21.55% |
R | DELAWARE STRATEGIC ALLOCATION FUND | ASCENSUS TRUST COMPANY FBO
BAYVILLE HOSPITALITY 401(K) 590078
P.O. BOX 10758
FARGO, ND 58106 | 19,814.859 | 15.07% |
R | DELAWARE STRATEGIC ALLOCATION FUND | MLPF&S FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTENTION: FUND ADMIN SEC #974N8
4800 DEER LAKE DRIVE EAST, 2ND FL
JACKSONVILLE FL 32246-6484 | 16,291.109 | 12.39% |
R | DELAWARE STRATEGIC ALLOCATION FUND | MID ATLANTIC TRUST COMPANY FBO
INDUSTRIAL PHYSICAL CAPABILITY 401(
1251 WATERFRONT PLACE, SUITE 525
PITTSBURGH, PA 15222 | 11,372.620 | 8.65% |
R | DELAWARE STRATEGIC ALLOCATION FUND | JOHN SWIDWINSKI FBO
P A C FEDERAL CREDIT UNION 401(K) P
2889 EAST MAPLE RD
TROY, MI 48083 | 8,186.443 | 6.23% |
S | VIP REIT SERIES | LINCOLN LIFE
1300 S CLINTON ST
FORT WAYNE IN 46802-3518 | 13,363,087.053 | |
S | VIP REIT SERIES | LINCOLN LIFE ANNUITY OF NY
(LLANY)
1300 S CLINTON ST
FORT WAYNE IN 46802-3506 | 1,320,603.240 | 8.84% |
V | VIP REIT SERIES | LINCOLN LIFE
1300 S CLINTON ST
FORT WAYNE IN 46802-3518 | 17,255,161.618 | 96.62% |
DELAWARE GROUP® FOUNDATION FUNDS
Delaware Strategic Allocation Fund
DELAWARE POOLED® TRUST
Delaware Global Listed Real Assets Fund
DELAWARE VIP® TRUST
Delaware VIP REIT Series
2005 Market Street
Philadelphia, PA 19103-7094
NOTICE OF INTERNET AVAILABILITY
OF JOINT INFORMATION STATEMENT
This communication presents only an overview of the more complete Joint Information Statement that is available to you on the Internet or by mail relating to the funds listed above (each, a “Fund” collectively, the “Funds”), each a series of Delaware Group Foundation Funds, Delaware Pooled Trust, and Delaware VIP Trust (each, a “Trust” and collectively, the “Trusts”). We encourage you to access and review all of the important information contained in the Joint Information Statement, available online at: delawarefunds.com/literature and delawarefunds.com/vip/literature (for Delaware VIP REIT Series only).
The Joint Information Statement details the approval of the sub-advisor, Macquarie Investment Management Global Limited (“MIMGL”) to provide certain sub-advisory services to the Funds. 1) A more detailed description of MIMGL and their business; 2) information about the sub-advisory agreement with MIMGL and 3) the reasons the Board of Trustees (the “Board”) of the Trusts approved MIMGL as sub-advisor, are included in the Joint Information Statement. MIMGL is an affiliate of Delaware Management Company (the “Manager”), the investment manager to each series of the Trusts, including the Funds.
The Manager employs a “manager of managers” arrangement in managing the assets of the Trusts. In connection therewith, the Trusts and the Manager have received an exemptive order from the U.S. Securities and Exchange Commission (the “SEC Order”), which permits the Manager, with the approval of the Board, to hire, terminate, or replace sub-advisors who are affiliated or unaffiliated with the Trusts or the Manager, and to enter into and modify material terms and conditions of the related sub-advisory agreements without shareholder approval.
Pursuant to the SEC Order, this Notice of Internet Availability of Joint Information Statement is being mailed beginning on or about Aug. 28, 2020 to shareholders of record of the Funds as of Aug. 17, 2020. The full Joint Information Statement is available on the Fund’s website at delawarefunds.com/literature and delawarefunds.com/vip/literature (for Delaware VIP REIT Series only) on or about Aug. 28, 2020 until at least Nov. 26, 2020. A paper or e-mail copy of the full Joint Information Statement may be obtained, without charge, by contacting your financial intermediary, or calling the Delaware Funds® by Macquarie Service Center at 800 523-1918.
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
