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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM N-CSR
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CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-3807
SunAmerica Money Market Funds, Inc.
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(Exact name of registrant as specified in charter)
Harborside 5, 185 Hudson Street, Suite 3300 Jersey City, NJ 07311
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(Address of principal executive offices) (Zip code)
John T. Genoy
Senior Vice President
SunAmerica Asset Management, LLC
Harborside 5, 185 Hudson Street,
Suite 3300
Jersey City, NJ 07311
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(Name and address of agent for service)
Registrant's telephone number, including area code: (201) 324-6414
Date of fiscal year end: December 31
Date of reporting period: June 30, 2019
================================================================================
Item 1. Reports to Stockholders
SEMI-ANNUAL REPORT 2019
AIG
Government Money Market Fund
[PHOTO]
Beginning on January 1, 2021, as permitted by regulations adopted by the
Securities and Exchange Commission, paper copies of each Fund's shareholder
reports will no longer be sent by mail, unless you specifically request paper
copies of the reports from the Fund or your financial intermediary. Instead,
the reports will be made available on a website, and you will be notified by
mail each time a report is posted and provided with a website link to access
the report.
If you already elected to receive shareholder reports electronically, you will
not be affected by this change and you need not take any action. At any time,
you may elect to receive reports and other communications from a Fund
electronically by calling 800-858-8850 or contacting your financial
intermediary directly.
You may elect to receive all future reports in paper free of charge. If your
account is held directly at the Fund, you can inform the Fund that you wish to
receive paper copies of reports by calling 800-858-8850. If your account is
held through a financial intermediary, please contact the financial
intermediary to make this election. Your election to receive paper will apply
to all AIG Funds in which you are invested and may apply to all funds held with
your financial intermediary.
[LOGO]
aig.com/funds
TABLE OF CONTENTS
SHAREHOLDERS' LETTER............................... 2
EXPENSE EXAMPLE.................................... 3
STATEMENT OF ASSETS AND LIABILITIES................ 5
STATEMENT OF OPERATIONS............................ 6
STATEMENT OF CHANGES IN NET ASSETS................. 7
FINANCIAL HIGHLIGHTS............................... 8
PORTFOLIO OF INVESTMENTS........................... 9
NOTES TO FINANCIAL STATEMENTS...................... 11
APPROVAL OF THE INVESTMENT ADVISORY AND MANAGEMENT
AGREEMENT.......................................... 17
SHAREHOLDERS' LETTER -- (unaudited)
Dear Shareholders,
We are pleased to present this semi-annual shareholder report for the AIG
Government Money Market Fund (the "Fund") for the six-month period ended
June 30, 2019.
The semi-annual period ended June 30, 2019 was one wherein money market yields
rose. In a rather significant shift from their stance in 2018, both the U.S.
Federal Reserve (the "Fed") and the European Central Bank (ECB) adopted an
increasingly dovish bias during the semi-annual period. The Fed left interest
rates unchanged but set the stage for potential interest rate cuts later in
2019, indicating potential risks from trade policy and manufacturing. Inflation
showed no signs of a meaningful acceleration, even as wage growth edged higher
and oil prices recovered. The ECB signaled the possibility of a new round of
quantitative easing alongside rate cuts later this year. Indeed, across most
developed and emerging markets countries, central banks either eased monetary
policy or signaled an intention to do so.
Other significant events influencing the money markets during the semi-annual
period included the continuation of the Fed's balance sheet normalization/*/ as
well as corporate tax reform. The Fed said it expected to slow its balance
sheet runoff plan beginning in May 2019 and stop it completely by September
2019. Further, the management teams of multinational corporations faced
increased pressure to make decisions regarding cash investments due to a
one-time repatriation tax and considerations of excess cash returning to the
U.S.
The U.S. Treasury money market yield curve, or spectrum of maturities,
flattened during the semi-annual period overall, meaning yields on shorter-term
maturities rose more than those on longer-term maturities. However, the money
market yield curve actually inverted toward the end of the semi-annual period
-- meaning yields on shorter-term maturities were higher than those on
longer-term maturities, as the market priced in an increasingly dovish Fed.
Though there remained little difference in yields between maturities, the Fed's
shifting stance did help drive short-term rates higher, creating opportunities
to purchase modestly higher yielding securities.
On the following pages, you will find financial statements and portfolio
information for the Fund for the semi-annual period ended June 30, 2019.
As always, we remain diligent in the management of your assets. If you have any
questions, or require additional information on this or other AIG Funds, we
invite you to contact your financial advisor or visit us at our website,
www.aig.com/funds. We value your ongoing confidence in us and look forward to
serving your investment needs in the future.
Sincerely,
/s/
Sharon French
President & CEO
SunAmerica Asset Management, LLC
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PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.
* Balance sheet normalization refers to the steps the Federal Reserve is
taking to reverse quantitative easing and remove the substantial monetary
accommodation it has provided to the U.S. economy since the financial crisis
began in 2007.
You could lose money by investing in the Fund. Although the Fund seeks to
preserve the value of your investment at $1.00 per share, it cannot guarantee
it will do so. An investment in the Fund is not insured or guaranteed by the
Federal Deposit Insurance Corporation (FDIC) or any other government agency.
The Fund's sponsor has no legal obligation to provide financial support to the
Fund, and you should not expect that the sponsor will provide financial support
to the Fund at any time.
2
SUNAMERICA MONEY MARKET FUNDS, INC.
EXPENSE EXAMPLE -- JUNE 30, 2019 -- (UNAUDITED)
DISCLOSURE OF PORTFOLIO EXPENSES IN SHAREHOLDER REPORTS
As a shareholder in the AIG Government Money Market Fund (the "Fund"), you may
incur two types of costs: (1) transaction costs, including contingent deferred
sales charges, small account fees and administrative fees and (2) ongoing
costs, including management fees, distribution and account maintenance fees,
and other Fund expenses. This Example set forth below is 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.
The Example is based on an investment of $1,000 invested at January 1, 2019 and
held until June 30, 2019.
ACTUAL EXPENSES
The "Actual" section of the table provides information about actual account
values and actual expenses. You may use the information in these columns,
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 column under the heading entitled "Expenses Paid During the Six
Months Ended June 30, 2019" to estimate the expenses you paid on your account
during this period. For shareholder accounts in classes other than Class I, the
"Expenses Paid During the Six Months Ended June 30, 2019" column and the
"Annualized Expense Ratio" column do not include small account fees that may be
charged if your account balance is below $500 ($250 for retirement plan
accounts). In addition, the "Expenses Paid During the Six Months Ended June 30,
2019" column and the "Annualized Expense Ratio" column do not include
administrative or other fees that may apply to qualified retirement plan
accounts and accounts held through financial institutions. See the Fund's
prospectus, your retirement plan documents and/or materials from your financial
adviser for a full description of these fees. Had these fees been included, the
"Expenses Paid During the Six Months Ended June 30, 2019" column would have
been higher and the "Ending Account Value" column would have been lower.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The "Hypothetical" section of the table provides information about hypothetical
account values and hypothetical expenses based on the Fund's actual expense
ratio and an annual rate of return of 5% 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 the ongoing costs of investing
in the Fund and other funds. To do so, compare this 5% hypothetical example
with the 5% hypothetical examples that appear in the shareholder reports of
other funds. For shareholder accounts in classes other than Class I, the
"Expenses Paid During the Six Months Ended June 30, 2019" column and the
"Annualized Expense Ratio" column do not include small account fees that may be
charged if your account balance is below $500 ($250 for retirement plan
accounts). In addition, the "Expenses Paid During the Six Months Ended June 30,
2019" column and the "Annualized Expense Ratio" column do not include
administrative fees that may apply to qualified retirement plan accounts and
accounts held through financial institutions. See the Fund's prospectus, your
retirement plan documents and/or materials from your financial adviser for a
full description of these fees. Had these fees been included, the "Expenses
Paid During the Six Months Ended June 30, 2019" column would have been higher
and the "Ending Account Value" column would have been lower.
Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any transaction costs, including
contingent deferred sales charges, small account fees and administrative fees,
if applicable to your account. Please refer to the Fund's prospectus, qualified
retirement plan document and/or materials from your financial adviser for more
information. Therefore, the "Hypothetical" example is useful in comparing
ongoing costs only, and will not help you determine the relative total costs of
owning different funds. In addition, if these transaction costs and other fees
were included, your costs would have been higher.
3
SUNAMERICA MONEY MARKET FUNDS, INC.
EXPENSE EXAMPLE -- JUNE 30, 2019 -- (UNAUDITED) (CONTINUED)
ACTUAL HYPOTHETICAL
------------------------------------------------- -----------------------------------------------------
ENDING ENDING ACCOUNT
ACCOUNT VALUE EXPENSES PAID VALUE USING EXPENSES PAID
BEGINNING USING ACTUAL DURING THE BEGINNING A HYPOTHETICAL 5% DURING THE ANNUALIZED
ACCOUNT VALUE RETURN AT SIX MONTHS ENDED ACCOUNT VALUE ANNUAL RETURN AT SIX MONTHS ENDED EXPENSE
AS JANUARY 1, 2019 JUNE 30, 2019 JUNE 30, 2019* AS JANUARY 1, 2019 JUNE 30, 2019 JUNE 30, 2019* RATIO*
------------------ ------------- ---------------- ------------------ ----------------- ---------------- ----------
AIG
Government
Money
Market
Fund#
Class A.. $1,000.00 $1,006.64 $5.27 $1,000.00 $1,019.54 $5.31 1.06%
Class I.. $1,000.00 $1,007.95 $3.98 $1,000.00 $1,020.83 $4.01 0.80%
--------
* Expenses are equal to the Fund's annualized expense ratio multiplied by the
average account value over the period, multiplied by 181 days then divided
by 365 days (to reflect the one-half year period). These ratios do not
reflect transaction costs, including contingent deferred sales charges,
small account fees and administrative fees, if applicable to your account.
Please refer to your Prospectus, your qualified retirement plan document
and/or materials from your financial adviser for more information.
# During the stated period, the investment adviser and distributor either
waived a portion of or all of the fees and assumed a portion of or all
expenses for the Fund. As a result, if these fees and expenses had not been
waived or assumed, the "Actual/Hypothetical Ending Account Value" would have
been lower and the "Actual/Hypothetical Expenses Paid During the Six Months
Ended June 30, 2019" and the "Annualized Expense Ratio" would have been
higher.
4
SUNAMERICA MONEY MARKET FUNDS, INC.
STATEMENT OF ASSETS AND LIABILITIES -- JUNE 30, 2019 -- (UNAUDITED)
AIG GOVERNMENT MONEY
MARKET FUND
--------------------
ASSETS:
Investments at value* (unaffiliated).................................. $170,816,147
Cash.................................................................. 2,540,622
Receivable for:
Fund shares sold..................................................... 38,868
Dividends and interest............................................... 140,669
Prepaid expenses and other assets..................................... 24,199
Due from investment adviser for expense reimbursements/fee waivers.... 7,273
Due from distributor for fee waivers.................................. 19,762
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Total assets......................................................... 173,587,540
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LIABILITIES:
Payable for:
Fund shares redeemed................................................. 119,350
Investment advisory and management fees.............................. 70,456
Distribution and service maintenance fees............................ 19,763
Transfer agent fees and expenses..................................... 54,288
Directors' fees and expenses......................................... 990
Other accrued expenses............................................... 189,229
Dividends payable..................................................... 3,969
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Total liabilities.................................................... 458,045
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Net Assets......................................................... $173,129,495
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Common stock, $.001 par value (3.5 billion shares authorized)......... $ 172,974
Paid-in capital....................................................... 172,950,656
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173,123,630
Total accumulated earnings (loss)..................................... 5,865
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Net assets......................................................... $173,129,495
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CLASS A:
Net assets............................................................ 161,767,892
Shares outstanding.................................................... 161,636,015
Net asset value and redemption price per share (excluding any
applicable contingent deferred sales charge)......................... $ 1.00
============
CLASS I:
Net assets............................................................ 11,361,603
Shares outstanding.................................................... 11,338,421
Net asset value and redemption price per share........................ $ 1.00
============
*Amortized cost of investment securities (unaffiliated)............... $170,816,147
============
See Notes to Financial Statements
5
SUNAMERICA MONEY MARKET FUNDS, INC.
STATEMENT OF OPERATIONS -- FOR THE SIX MONTHS ENDED JUNE 30, 2019 --
(UNAUDITED)
AIG GOVERNMENT MONEY
MARKET FUND
--------------------
INVESTMENT INCOME:
Interest (unaffiliated)................................................................ $2,029,405
----------
Total investment income............................................................. 2,029,405
----------
EXPENSES:
Investment advisory and management fees................................................ 423,857
Distribution and account maintenance fees
Class A.............................................................................. 118,664
Transfer agent fees and expenses
Class A.............................................................................. 266,796
Class I.............................................................................. 13,102
Registration fees
Class A.............................................................................. 20,561
Class I.............................................................................. 10,962
Custodian and accounting fees.......................................................... 16,679
Reports to shareholders................................................................ 77,604
Audit and tax fees..................................................................... 43,417
Legal fees............................................................................. 16,587
Directors' fees and expenses........................................................... 5,684
Other expenses......................................................................... 9,416
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Total expenses before fee waivers and expense reimbursements........................ 1,023,329
Fees waived and expenses reimbursed by investment adviser and distributor (Note 3).. (137,046)
----------
Net expenses........................................................................ 886,283
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Net investment income (loss)........................................................... 1,143,122
----------
Net realized gain (loss) on investments................................................ 2,012
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NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS........................ $1,145,134
==========
See Notes to Financial Statements
6
SUNAMERICA MONEY MARKET FUNDS, INC.
STATEMENT OF CHANGES IN NET ASSETS
AIG GOVERNMENT MONEY MARKET FUND
-------------------------------
FOR THE
SIX MONTHS FOR THE YEAR
ENDED ENDED
JUNE 30, 2019 DECEMBER 31,
(UNAUDITED) 2018
------------- ------------
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income (loss).................................................................. $ 1,143,122 $ 959,464
Net realized gain (loss) on investments....................................................... 2,012 (6,307)
------------ ------------
Net increase (decrease) in net assets resulting from operations................................ $ 1,145,134 $ 953,157
------------ ------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Distributable earnings (Class A).............................................................. (1,056,705) (824,654)
Distributable earnings (Class I).............................................................. (90,232) (123,861)
------------ ------------
Total distributions to shareholders............................................................ (1,146,937) (948,515)
------------ ------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS (NOTE 5)....... 18,198,943 37,895,583
------------ ------------
TOTAL INCREASE (DECREASE) IN NET ASSETS........................................................ 18,197,140 37,900,225
------------ ------------
NET ASSETS:
Beginning of period............................................................................ 154,932,355 117,032,130
------------ ------------
End of period.................................................................................. $173,129,495 $154,932,355
============ ============
See Notes to Financial Statements
7
SUNAMERICA MONEY MARKET FUNDS, INC.
FINANCIAL HIGHLIGHTS
AIG GOVERNMENT MONEY MARKET FUND
--------------------------------
NET NET NET RATIO OF NET
ASSET DIVIDENDS ASSET ASSETS RATIO OF INVESTMENT
VALUE NET FROM NET VALUE END OF EXPENSES INCOME TO
BEGINNING INVESTMENT INVESTMENT END OF TOTAL PERIOD TO AVERAGE AVERAGE
PERIOD ENDED OF PERIOD INCOME(1) INCOME PERIOD RETURN(2) (000'S) NET ASSETS(3) NET ASSETS(3)
------------ --------- ---------- ---------- ------ --------- -------- ------------- -------------
CLASS A
-------
12/31/14 $1.00 $0.00 $(0.00) $1.00 0.01% $720,356 0.14% 0.01%
12/31/15 1.00 0.00 (0.00) 1.00 0.01(4) 807,427 0.17 0.01
12/31/16 1.00 0.00 (0.00) 1.00 0.01 102,735 0.38 0.01
12/31/17 1.00 0.00 (0.00) 1.00 0.04 105,422 0.86 0.02
12/31/18 1.00 0.01 (0.01) 1.00 0.77 142,844 1.03 0.78
06/30/19(5) 1.00 0.01 (0.01) 1.00 0.66 161,768 1.06(6) 1.33(6)
CLASS I
-------
12/31/14 $1.00 $0.00 $(0.00) $1.00 0.01% $ 15,847 0.14% 0.01%
12/31/15 1.00 0.00 (0.00) 1.00 0.01(4) 13,815 0.16 0.01
12/31/16 1.00 0.00 (0.00) 1.00 0.01 12,851 0.39 0.01
12/31/17 1.00 0.00 (0.00) 1.00 0.15 11,610 0.75 0.12
12/31/18 1.00 0.01 (0.01) 1.00 1.02 12,089 0.80 1.02
06/30/19(5) 1.00 0.01 (0.01) 1.00 0.79 11,362 0.80(6) 1.59(6)
--------
(1) Calculated based upon average shares outstanding.
(2) Total return is not annualized and does not reflect sales load but does
include expense reimbursements.
(3) Net of the following expense reimbursements/waivers (based on average net
assets):
12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/19(5)(6)
-------- -------- -------- -------- -------- --------------
Class A............. 0.79% 0.78% 0.57% 0.32% 0.15% 0.15%
Class I............. 0.69 0.71% 0.56% 0.27% 0.25% 0.32%
(4) The Fund's performance figure was increased by less than 0.01% from the
effect of payments by an affiliate
(5) Unaudited
(6) Annualized
See Notes to Financial Statements
8
AIG GOVERNMENT MONEY MARKET FUND
PORTFOLIO PROFILE -- JUNE 30, 2019 -- (UNAUDITED)
INDUSTRY ALLOCATION*
U.S. Government Agencies..................... 80.6%
U.S. Government Treasuries................... 18.1
----
98.7%
====
Weighted average days to maturity............ 21.0
CREDIT QUALITY ALLOCATION@#
P-1......................... 100.0%
=====
--------
* Calculated as a percentage of net assets
@ Source: Moody's
# Calculated as a percentage of total debt issues
9
AIG GOVERNMENT MONEY MARKET FUND
PORTFOLIO OF INVESTMENTS -- JUNE 30, 2019 -- (UNAUDITED)
PRINCIPAL VALUE
SECURITY DESCRIPTION AMOUNT (NOTE 2)
SHORT-TERM INVESTMENT SECURITIES -- 98.7%
U.S. GOVERNMENT AGENCIES -- 80.6%
Federal Farm Credit Bank FRS
2.59% (1 ML + 0.18%) due 10/11/2019.. $ 2,000,000 $ 2,001,178
Federal Home Loan Bank
2.03% due 07/01/2019................. 40,000,000 40,000,000
2.24% due 07/12/2019................ 4,000,000 3,997,305
2.24% due 07/23/2019................ 5,000,000 4,993,262
2.24% due 07/31/2019................ 4,000,000 3,992,667
2.25% due 07/03/2019................ 2,498,000 2,497,692
2.25% due 07/12/2019................ 4,000,000 3,997,287
2.25% due 07/17/2019................ 3,000,000 2,997,040
2.26% due 07/17/2019................ 1,000,000 999,009
2.26% due 07/19/2019................ 4,000,000 3,995,560
2.26% due 07/24/2019................ 3,000,000 2,995,726
2.27% due 07/31/2019................ 2,900,000 2,894,611
2.31% due 07/05/2019................ 4,600,000 4,598,840
2.38% due 08/16/2019................ 6,000,000 5,982,098
2.39% due 08/23/2019................ 6,000,000 5,979,330
2.39% due 08/28/2019................ 3,500,000 3,486,777
2.39% due 08/30/2019................ 2,200,000 2,191,402
2.43% due 07/05/2019................ 7,000,000 6,998,139
2.43% due 07/12/2019................ 4,000,000 3,997,085
2.44% due 07/11/2019................ 3,000,000 2,998,008
Federal Home Loan Bank FRS
2.35% (1 ML - 0.06%) due 01/14/2020.. 2,000,000 1,999,759
2.43% (SOFR + 0.01%) due 11/13/2019. 2,500,000 2,499,990
Federal Home Loan Mtg. Corp. FRS
2.43% (SOFR + 0.01%) due 07/09/2019.. 1,000,000 1,000,000
2.43% (SOFR + 0.01%) due 09/05/2019. 3,000,000 3,000,000
2.43% (SOFR + 0.01%) due 02/21/2020. 5,500,000 5,500,000
2.44% (SOFR + 0.02%) due 06/05/2020. 5,000,000 5,000,000
2.45% (SOFR + 0.03%) due 10/01/2019. 5,000,000 5,000,000
Federal National Mtg. Assoc.
2.34% due 09/04/2019................. 4,000,000 3,983,461
------------
TOTAL U.S. GOVERNMENT AGENCIES
(amortized cost $139,576,226)....... 139,576,226
------------
PRINCIPAL VALUE
SECURITY DESCRIPTION AMOUNT (NOTE 2)
------------------------------------------------------------
U.S. GOVERNMENT TREASURIES -- 18.1%
United States Treasury Bills
2.08% due 08/20/2019.............. $4,000,000 $ 3,988,467
2.28% due 07/30/2019............. 3,000,000 2,994,498
2.30% due 07/02/2019............. 4,000,000 3,999,745
2.38% due 07/02/2019............. 3,500,000 3,499,769
2.39% due 07/02/2019............. 3,500,000 3,499,768
United States Treasury Notes
1.00% due 08/31/2019.............. 3,200,000 3,193,276
1.00% due 11/30/2019............. 4,300,000 4,274,778
1.25% due 08/31/2019............. 3,500,000 3,492,821
1.63% due 08/31/2019............. 2,300,000 2,296,799
------------
TOTAL U.S. GOVERNMENT TREASURIES
(amortized cost $31,239,921)..... 31,239,921
------------
TOTAL INVESTMENTS --
(amortized cost $170,816,147)(1). 98.7% 170,816,147
OTHER ASSETS LESS LIABILITIES...... 1.3 2,313,348
---------- ------------
NET ASSETS......................... 100.0% $173,129,495
========== ============
--------
(1) At June 30, 2019, the cost of securities for federal income tax purposes
was the same for book purposes.
FRS --Floating Rate Security
The rates shown on FRS are the current interest rates at June 30, 2019 and
unless noted otherwise, the dates shown are the original maturity dates.
INDEX LEGEND
1 ML --1 Month USD LIBOR
SOFR --Secured Overnight Financing Rate
The following is a summary of the inputs used to value the Fund's net assets as
of June 30, 2019 (see Note 2):
LEVEL 1 -- UNADJUSTED LEVEL 2 -- OTHER LEVEL 3 -- SIGNIFICANT
QUOTED PRICES OBSERVABLE INPUTS UNOBSERVABLE INPUTS TOTAL
--------------------- ----------------- ---------------------- ------------
ASSETS:
Investment at Value*
Short-Term Investment Securities. $-- $170,816,147 $-- $170,816,147
=== ============ === ============
--------
* For a detailed presentation of investments, please refer to the Porfolio of
Investments.
See Notes to Financial Statements
10
SUNAMERICA MONEY MARKET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS -- JUNE 30, 2019 -- (UNAUDITED)
Note 1. Organization
SunAmerica Money Market Funds, Inc. (the "Corporation") is an open-end
diversified management investment company organized as a Maryland
corporation. The Corporation consists of one series -- AIG Government Money
Market Fund (the "Fund"). The Fund is advised by SunAmerica Asset
Management, LLC ("SunAmerica" or "Adviser"), an indirect wholly-owned
subsidiary of American International Group, Inc. ("AIG"). The investment
objective of the Fund is to seek as high a level of current income as is
consistent with liquidity and stability of capital. It does this by
investing at least 99.5% of its total assets in cash, U.S. government
securities, and/or repurchase agreements that are collateralized by U.S.
government securities.
The Fund currently offers two classes of shares: Class A and Class I. These
classes within the Fund are presented in the Statement of Assets and
Liabilities. The cost structure for each class is as follows:
Class A shares-- Class A shares are available with no front-end sales
charge. A 1.00% contingent deferred sales charge ("CDSC")
is imposed on certain shares sold within one year of
original purchase, as described in the Fund's Prospectus.
Class I shares-- Class I shares are offered at net asset value per share
without any sales charge, exclusively to certain
institutions.
Each class of shares bears the same voting, dividend, liquidation and other
rights and conditions, except as may otherwise be provided in the Fund's
registration statement.
INDEMNIFICATIONS: The Corporation's organizational documents provide current
and former officers and directors with a limited indemnification against
liabilities arising out of the performance of their duties to the
Corporation. In addition, pursuant to Indemnification Agreements between the
Corporation and each of the current directors who is not an "interested
person," as defined in Section 2(a)(19) of the Investment Company Act of
1940, as amended (the "1940 Act"), of the Corporation (collectively, the
"Disinterested Directors"), the Corporation provides the Disinterested
Directors with a limited indemnification against liabilities arising out of
the performance of their duties to the Corporation, whether such liabilities
are asserted during or after their service as directors. In addition, in the
normal course of business, the Corporation enters into contracts that
contain the obligation to indemnify others. The Corporation's maximum
exposure under these arrangements is unknown. Currently, however, the
Corporation expects the risk of loss to be remote.
Note 2. Significant Accounting Policies
The preparation of financial statements in accordance with U.S. generally
accepted accounting principles ("GAAP") requires management to make
estimates and assumptions that affect the reported amounts and disclosures
in the financial statements. Actual results could differ from those
estimates and those differences could be significant. The following is a
summary of significant accounting policies consistently followed by the Fund
in the preparation of its financial statements:
SECURITY VALUATION: In accordance with the authoritative guidance on fair
value measurements and disclosures under GAAP, the Fund discloses the fair
value of its investments in a hierarchy that prioritizes the inputs to
valuation techniques used to measure the fair value. In accordance with
GAAP, fair value is defined as the price that the Fund would receive upon
selling an asset or transferring a liability in a timely transaction to an
independent third party in the principal or most advantageous market. GAAP
establishes a three-tier hierarchy to provide more transparency around the
inputs used to measure fair value and to establish classification of fair
value measurements for disclosure purposes. Inputs refer broadly to the
assumptions that market participants would use in pricing the asset or
liability, including assumptions about risk. Inputs may be observable or
unobservable. Observable inputs are inputs that reflect the assumptions
market participants would use in pricing the asset or liability developed
based on market data obtained from sources independent of the reporting
entity. Unobservable inputs are inputs that reflect the reporting
11
SUNAMERICA MONEY MARKET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS -- JUNE 30, 2019 -- (UNAUDITED)
(CONTINUED)
entity's own assumptions about the assumptions market participants would use
in pricing the asset or liability developed based on the best information
available in the circumstances. The three-tiers are as follows:
Level 1 -- Unadjusted quoted prices in active markets for identical
securities
Level 2 -- Other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit risk,
referenced indices, quoted prices in inactive markets, adjusted quoted
prices in active markets, adjusted quoted prices on foreign equity
securities that were adjusted in accordance with pricing procedures approved
by the Board of Directors (the "Board"), etc.)
Level 3 -- Significant unobservable inputs (includes inputs that reflect the
Fund's own assumptions about the assumptions market participants would use
in pricing the security, developed based on the best information available
under the circumstances)
Changes in valuation techniques may result in transfers in or out of an
investment's assigned Level within the hierarchy. The methodology used for
valuing investments is not necessarily an indication of the risk associated
with investing in those investments and the determination of the
significance of a particular input to the fair value measurement in its
entirety requires judgment and consideration of factors specific to each
security.
The availability of observable inputs can vary from security to security and
is affected by a wide variety of factors, including, for example, the type
of security, whether the security is recently issued and not yet established
in the marketplace, the liquidity of markets, and other characteristics
particular to the security. To the extent that valuation is based on models
or inputs that are less observable or unobservable in the market, the
determination of fair value requires more judgment. Accordingly, the degree
of judgment exercised in determining fair value is greatest for instruments
categorized in Level 3.
The summary of the Fund's assets and liabilities classified in the fair
value hierarchy as of June 30, 2019, is reported on a schedule at the end of
the Portfolio of Investments.
Portfolio securities are valued at amortized cost, which approximates market
value, and are generally categorized as Level 2. The amortized cost method
involves valuing a security at its cost on the date of purchase and
thereafter assuming a constant amortization to maturity of any discount or
premium. In accordance with Rule 2a-7 under the 1940 Act, the Board has
adopted procedures intended to stabilize the Fund's net asset value per
share at $1.00. These procedures include the determination, at such
intervals as the Board deems appropriate and reasonable in light of current
market conditions, of the extent, if any, to which the Fund's market-based
net asset value per share deviates from the Fund's amortized cost per share.
The calculation of such deviation is referred to as "Shadow Pricing." For
purposes of these market-based valuations, securities for which market
quotations are not readily available are fair valued, as determined pursuant
to procedures adopted in good faith by the Board.
The Board is responsible for the share valuation process and has adopted
policies and procedures (the "PRC Procedures") for valuing the securities
and other assets held by the Fund, including procedures for the fair
valuation of securities and other assets for which market quotations are not
readily available or are unreliable. The PRC Procedures provide for the
establishment of a pricing review committee, which is responsible for, among
other things, making certain determinations in connection with the Fund's
fair valuation procedures. Securities for which market quotations are not
readily available or the values of which may be significantly impacted by
the occurrence of developments or significant events are generally
categorized as Level 3. There is no single standard for making fair value
determinations, which may result in prices that vary from those of other
funds.
MASTER AGREEMENTS: The Fund has entered into Master Repurchase Agreements
("Master Agreements") with certain counterparties that govern repurchase
agreement transactions. The Master Agreements may contain provisions
regarding, among other things, the parties' general obligations,
representations, agreements, collateral requirements and events of default.
Collateral can be in the form of cash or securities as agreed to by the Fund
and applicable
12
SUNAMERICA MONEY MARKET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS -- JUNE 30, 2019 -- (UNAUDITED)
(CONTINUED)
counterparty. The Master Agreements typically specify certain standard
termination events, such as failure of a party to pay or deliver, credit
support defaults and other events of default. Upon the occurrence of an
event of default, the other party may elect to terminate early and cause
settlement of all repurchase agreement transactions outstanding pursuant to
a particular Master Agreement, including the payment of any losses and costs
resulting from such early termination, as reasonably determined by the
terminating party. Any decision by one or more of the Fund's counterparties
to elect early termination could cause the Fund to accelerate the payment of
liabilities. Typically, the Master Agreement will permit a single net
payment in the event of default. Note, however, that bankruptcy or
insolvency laws of a particular jurisdiction may impose restrictions on or
prohibitions against the right of offset in bankruptcy, insolvency or other
events.
REPURCHASE AGREEMENTS: The Fund, along with other affiliated registered
investment companies, pursuant to procedures adopted by the Board and
applicable guidance from the Securities and Exchange Commission ("SEC"), may
transfer uninvested cash balances into a single joint account, the daily
aggregate balance of which is invested in one or more repurchase agreements
collateralized by U.S. Treasury or federal agency obligations. In a
repurchase agreement, the seller of a security agrees to repurchase the
security at a mutually agreed-upon time and price, which reflects the
effective rate of return for the term of the agreement. For repurchase
agreements and joint repurchase agreements, the Fund's custodian takes
possession of the collateral pledged for investments in such repurchase
agreements. The underlying collateral is valued daily on a mark to market
basis, plus accrued interest to ensure that the value, at the time the
agreement is entered into, is equal to at least 102% of the repurchase
price, including accrued interest. In the event of default of the obligation
to repurchase, the Fund has the right to liquidate the collateral and apply
the proceeds in satisfaction of the obligation. If the seller defaults and
the value of the collateral declines or if bankruptcy proceedings are
commenced with respect to the seller of the security, realization of the
collateral by the Fund may be delayed or limited.
SECURITIES TRANSACTIONS, INVESTMENT INCOME, EXPENSES, DIVIDENDS AND
DISTRIBUTIONS TO SHAREHOLDERS: Security transactions are recorded on a trade
date basis. Interest income, including the accretion of discount and
amortization of premium, is accrued daily from settlement date, except when
collection is not expected; dividend income is recorded on the ex-dividend
date.
Net investment income, other than class specific expenses, and realized and
unrealized gains and losses are allocated daily to each class of shares
based upon the relative value of outstanding shares (or the value of the
dividend-eligible shares, as appropriate) of each class of shares at the
beginning of the day (after adjusting for current capital share activity of
the respective class).
Dividends from net investment income, if any, are normally declared daily
and paid monthly. Capital gain distributions, if any, are paid annually. The
Fund records dividends and distributions to its shareholders on the
ex-dividend date. The amount of dividends and distributions from net
investment income and net realized capital gains are determined in
accordance with federal income tax regulations, which may differ from GAAP.
These "book/tax" differences are either considered temporary or permanent in
nature. To the extent these differences are permanent in nature, such
amounts are reclassified within the capital accounts at fiscal year end
based on their federal tax-basis treatment; temporary differences do not
require reclassification. Net assets are not affected by these
reclassifications.
The Fund is considered a separate entity for tax purposes and intends to
comply with the requirements of the Internal Revenue Code, as amended,
applicable to regulated investment companies and distribute all of its
taxable income, including any net capital gains on investments, to its
shareholders. The Fund also intends to distribute sufficient net investment
income and net capital gains, if any, so that the Fund will not be subject
to excise tax on undistributed income and gains. Therefore, no federal
income tax or excise tax provision is required.
The Fund recognizes the tax benefits of uncertain tax positions only when
the position is more likely than not to be sustained, assuming examination
by tax authorities. Management has analyzed the Fund's tax positions and
concluded that no liability for unrecognized tax benefits should be recorded
related to uncertain tax positions taken on returns filed for open tax years
2015 - 2017 or expected to be taken in the Fund's 2018 tax return. The Fund
is not
13
SUNAMERICA MONEY MARKET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS -- JUNE 30, 2019 -- (UNAUDITED)
(CONTINUED)
aware of any tax provisions for which it is reasonably possible that the
total amounts of unrecognized tax benefits will change materially in the
next twelve months. The Fund files U.S. federal and certain state income tax
returns. With few exceptions, the Fund is no longer subject to U.S. federal
and state tax examinations by tax authorities for tax returns ending before
2015.
NEW ACCOUNTING PRONOUNCEMENTS: In August 2018, the FASB issued Accounting
Standards Update ("ASU") No. 2018-13 "Disclosure Framework -- Changes to the
Disclosure Requirements for Fair Value Measurement". The ASU eliminates,
modifies, and adds disclosure requirements for fair value measurements and
is effective for fiscal years, and interim periods within those fiscal
years, beginning after December 15, 2019. The ASU allows for early adoption
of either the entire standard or only the provisions that eliminate or
modify the requirements. Management has elected to early adopt the
provisions that eliminate disclosure requirements and is still evaluating
the impact of applying the rest of the ASU.
Effective January 1, 2019, the Fund is subject to ASU 2017-08, "Premium
Amortization on Purchased Callable Debt Securities", which requires the
premiums on certain purchased debt securities with non-contingent call
features to be amortized to the earliest call date. The amortization period
for callable debt securities purchased at a discount will not be impacted.
Adoption of the ASU had no material impact on the Fund.
Note 3. Investment Advisory and Management Agreement, Distribution and Service
Agreement and Other Transactions With Affiliates
The Fund has entered into an Investment Advisory and Management Agreement
(the "Advisory Agreement") with SunAmerica. Under the Advisory Agreement,
SunAmerica provides continuous supervision of the Fund and administers its
corporate affairs, subject to general review by the Board. In connection
therewith, SunAmerica furnishes the Fund with office facilities, maintains
certain of its books and records, and pays the salaries and expenses of all
personnel, including officers of the Fund who are employees of SunAmerica
and its affiliates.
The Fund will pay SunAmerica a monthly management fee at the following
annual percentages, based on the average daily net assets of the Fund: 0.50%
on the first $600 million; 0.45% on the next $900 million; and 0.40% over
$1.5 billion.
SunAmerica has contractually agreed to waive fees and reimburse expenses to
the extent necessary to cap the Fund's annual fund operating expenses at
0.80% for Class I, of average net assets. For purposes of waived fee and/or
reimbursed expense calculations, annual Fund operating expenses shall not
include extraordinary expenses (i.e., expenses that are unusual in nature
and infrequent in occurrence, such as litigation), or acquired fund fees and
expenses, brokerage commissions and other transactional expenses relating to
the purchase and sale of portfolio securities, interest, taxes and
governmental fees, and other expenses not incurred in the ordinary course of
the Fund's business. This fee waiver and expense reimbursement will continue
in effect indefinitely, unless terminated by the Board, including a majority
of the Disinterested Directors. For the six months ended June 30, 2019,
pursuant to the contractual expense limitations, SunAmerica waived fees
and/or reimbursed expenses of $18,382 for Class I.
SunAmerica may also voluntarily waive fees and/or reimburse expenses,
including to avoid a negative yield on any class of the Fund. The voluntary
waivers and/or reimbursements may be terminated at any time at the option of
SunAmerica. The exact amount of the voluntary waivers and/or reimbursements
may change on a day-to-day basis. There is no guarantee that the Fund will
be able to avoid a negative yield. For the six months ended June 30, 2019,
SunAmerica did not voluntarily waive expenses.
The Fund has entered into a Distribution Agreement with AIG Capital
Services, Inc. ("ACS" or the "Distributor"), an affiliate of the Adviser.
The Fund has adopted a Distribution Plan on behalf of its Class A shares
(the "Plan") in accordance with the provisions of Rule 12b-1 under the 1940
Act. In adopting the Plan, the Board determined that there was a reasonable
likelihood that the Plan would benefit the Fund and the shareholders of the
respective class. The sales charge and distribution fees of a particular
class will not be used to subsidize the sale of shares of any other class.
14
SUNAMERICA MONEY MARKET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS -- JUNE 30, 2019 -- (UNAUDITED)
(CONTINUED)
The Plan provides that the Class A shares of the Fund shall pay the
Distributor an account maintenance fee at the annual rate of up to 0.15% of
the aggregate average daily net assets of such class of shares for payments
to compensate the Distributor and certain securities firms for account
maintenance activities. In this regard, some payments are used to compensate
broker-dealers with account maintenance fees in an amount up to 0.15% per
year of the assets maintained in the Fund by its customers. In light of
current market conditions, ACS has agreed to waive up to 0.15% of the fees
it receives under the Plan. This voluntary waiver may be terminated at any
time at the option of the Distributor without notice to shareholders. For
the six months ended June 30, 2019, ACS voluntarily waived $118,664 in
account maintenance fees for Class A shares.
ACS receives the proceeds of contingent deferred sales charges paid by
investors in connection with certain redemptions of the Fund's Class A
shares. ACS has advised the Fund that for the six months ended June 30,
2019, the proceeds received from redemptions are as follows:
Class A............................ $4,234
The Fund has entered into a Service Agreement with AIG Fund Services, Inc.
("AFS"), an affiliate of the Adviser. Under the Service Agreement, AFS
performs certain shareholder account functions by assisting the Fund's
transfer agent in connection with the services that it offers to the
shareholders of the Fund. The Service Agreement, which permits the Fund to
compensate AFS for services rendered based upon the annual rate of 0.22% of
average daily net assets, is approved annually by the Board. For the six
months ended June 30, 2019, the Fund incurred the following expenses which
are included in transfer agent fees and expenses payable line in the
Statement of Assets and Liabilities and in transfer agent fees and expenses
in the Statement of Operations to compensate AFS pursuant to the terms of
the Service Agreement:
PAYABLE AT
EXPENSES JUNE 30, 2019
-------- -------------
Class A............................ $174,040 $28,985
Class I............................ 12,457 2,016
Note 4. Federal Income Taxes
The following details the tax basis of distributions as well as the
components of distributable earnings. The tax basis components of
distributable earnings differ from the amounts reflected in the Statement of
Assets and Liabilities by temporary book/tax differences primarily arising
from dividends payable.
DISTRIBUTABLE EARNINGS TAX DISTRIBUTIONS
---------------------------------------- -------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 2018 FOR THE YEAR ENDED DECEMBER 31, 2018
---------------------------------------- -------------------------------------
LONG-TERM GAINS/ UNREALIZED LONG-TERM
ORDINARY CAPITAL AND APPRECIATION ORDINARY CAPITAL
INCOME OTHER LOSSES (DEPRECIATION) INCOME GAINS
-------- ---------------- -------------- --------- ---------
$14,252 $(6,304) $(6) $948,515 $ --
CAPITAL LOSS CARRYFORWARDS: At December 31, 2018 for Federal income tax
purposes, the Fund has $6,304 of unlimited short-term capital losses.
15
SUNAMERICA MONEY MARKET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS -- JUNE 30, 2019 -- (UNAUDITED)
(CONTINUED)
Note 5. Capital Share Transactions
Transactions in each class of shares of the Fund (at $1.00 per share) were
as follows:
CLASS A CLASS I
-------------------------- --------------------------
FOR THE FOR THE
SIX MONTHS FOR THE SIX MONTHS FOR THE
ENDED YEAR ENDED ENDED YEAR ENDED
JUNE 30, 2019 DECEMBER 31, JUNE 30, 2019 DECEMBER 31,
(UNAUDITED) 2018 (UNAUDITED) 2018
------------- ------------ ------------- ------------
Shares sold.............. $ 52,457,589 $ 82,114,138 $ 5,487,039 $ 14,997,048
Reinvested dividends..... 1,049,876 818,432 89,779 123,269
Shares redeemed.......... (34,581,403) (45,515,814) (6,303,937) (14,641,490)
------------ ------------ ----------- ------------
Net increase (decrease).. $ 18,926,062 $ 37,416,756 $ (727,119) $ 478,827
============ ============ =========== ============
Note 6. Interfund Lending Agreement
Pursuant to the exemptive relief granted by the SEC, the Fund is permitted
to participate in an interfund lending program among investment companies
advised by SunAmerica or an affiliate. The interfund lending program allows
the participating Funds to borrow money from and lend money to each other
for temporary or emergency purposes. An interfund loan will be made under
this facility only if the participating Funds receive a more favorable
interest rate than would otherwise be available from a typical bank for a
comparable transaction. For the six months ended June 30, 2019, the Fund did
not participate in this program.
16
SUNAMERICA MONEY MARKET FUNDS, INC.
APPROVAL OF THE INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT --
JUNE 30, 2019 -- (UNAUDITED)
The Board of Directors (the "Board," the members of which are referred to as
"Directors") of SunAmerica Money Market Funds, Inc. (the "Corporation"),
including the Directors who are not "interested persons," as defined in
Section 2(a)(19) of the Investment Company Act of 1940, as amended (the "1940
Act") (the "Independent Directors"), of the Corporation or its separate series
or SunAmerica Asset Management, LLC ("SunAmerica"), approved the continuation
of the Investment Advisory and Management Agreement between the Corporation, on
behalf of the AIG Government Money Market Fund (the "Fund"), and SunAmerica
(the "Advisory Agreement") for a one-year period ending June 30, 2020 at an
in-person meeting held on June 4-5, 2019 (the "Meeting"). The Fund is the only
current series of the Corporation.
In accordance with Section 15(c) of the 1940 Act, the Board requested and
SunAmerica provided materials relating to the Board's consideration of whether
to approve the continuation of the Advisory Agreement. These materials
included: (a) a summary of the services provided to the Fund by SunAmerica and
its affiliates; (b) information independently compiled and prepared by
Broadridge Financial Solutions, Inc. ("Broadridge"), an independent third-party
provider of mutual fund data, on fees and expenses of the Fund, and the
investment performance of the Fund as compared with a peer group of funds,
along with fee and performance data with respect to the Fund and any other
mutual funds or other accounts advised or subadvised by SunAmerica with similar
investment objectives and/or strategies, as applicable; (c) information on the
profitability of SunAmerica, and its affiliates, and a discussion relating to
indirect benefits; (d) information relating to economies of scale;
(e) information about SunAmerica's general compliance policies and procedures;
(f) information about SunAmerica's risk management processes; (g) information
about brokerage and soft dollar practices; and (h) information about the key
personnel of SunAmerica, and its affiliates, that are involved in the
investment management, administration, compliance and risk management
activities with respect to the Fund, as well as current and projected staffing
levels and compensation practices.
In determining whether to approve the continuation of the Advisory Agreement,
the Board, including the Independent Directors, considered at the Meeting, and
from time to time as appropriate, factors that it deemed relevant, including
the following information:
NATURE, EXTENT AND QUALITY OF SERVICES PROVIDED BY SUNAMERICA
The Board, including the Independent Directors, considered the nature, extent
and quality of services provided by SunAmerica. The Board noted that the
services include acting as investment manager and adviser to the Fund, managing
the daily business affairs of the Fund, and obtaining and evaluating economic,
statistical and financial information to formulate and implement investment
policies. Additionally, the Board observed that SunAmerica provides office
space, bookkeeping, accounting, legal and compliance, clerical and
administrative services and has authorized its officers and employees, if
elected, to serve as officers or Directors of the Corporation without
compensation. The Board noted that SunAmerica is responsible for monitoring and
reviewing the activities of affiliated and unaffiliated third-party service
providers. In addition to the quality of the advisory services provided by
SunAmerica, the Board considered the quality of the administrative and other
services provided by SunAmerica to the Fund pursuant to the Advisory Agreement.
The Board also considered the significant risks assumed by SunAmerica in
connection with the services provided to the Fund including investment,
operational, enterprise, litigation, regulatory and compliance risks with
respect to the Fund.
In connection with the services provided by SunAmerica, the Board analyzed the
structure and duties of SunAmerica's fund administration, accounting,
operations, legal and compliance departments and concluded that they were
adequate to meet the needs of the Fund. The Board also reviewed the personnel
responsible for providing advisory services to the Fund and other key personnel
of SunAmerica in addition to current and projected staffing levels and
compensation practices and concluded, based on its experience and interaction
with SunAmerica, that: (i) SunAmerica would continue to be able to retain
quality investment and other personnel; (ii) SunAmerica has exhibited a high
level of diligence and attention to detail in carrying out its advisory and
other responsibilities under the Advisory Agreement; (iii) SunAmerica has been
responsive to requests of the Board; and (iv) SunAmerica has kept the Board
apprised of developments relating to the Fund and the industry in general. The
Board concluded that the nature and extent of services provided under the
Advisory Agreement were reasonable and appropriate in relation to the
management fee and that the quality of services continues to be high.
17
SUNAMERICA MONEY MARKET FUNDS, INC.
APPROVAL OF THE INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT --
JUNE 30, 2019 -- (UNAUDITED) (CONTINUED)
The Board also considered SunAmerica's reputation and long-standing
relationship with the Fund and considered the benefit to shareholders of
investing in funds that are part of a family of funds offering a variety of
types of mutual funds and shareholder services. The Board considered
SunAmerica's experience in providing management and investment advisory and
administrative services to advisory clients and noted that as of March 31,
2019, SunAmerica managed, advised and/or administered approximately
$85.8 billion in assets. In addition, the Board considered SunAmerica's code of
ethics and its commitment to compliance generally and with respect to its
management and administration of the Fund. The Board also considered
SunAmerica's risk management processes. The Board further observed that
SunAmerica has developed internal procedures for monitoring compliance with the
investment objectives, policies and restrictions of the Fund as set forth in
the Fund's prospectus. The Board also reviewed SunAmerica's compliance and
regulatory history and noted that there were no material legal, regulatory or
compliance issues that would potentially impact SunAmerica in effectively
serving as the investment adviser to the Fund.
INVESTMENT PERFORMANCE
The Board, including the Independent Directors, also considered the investment
performance of SunAmerica with respect to the Fund. In connection with its
review, the Board received and reviewed information regarding the investment
performance of the Fund as compared to the Fund's peer group ("Peer Group")
and/or peer universe ("Peer Universe") as independently determined by
Broadridge and to an appropriate index or combination of indices. The Board was
provided with a description of the methodology used by Broadridge to select the
funds in the Peer Group and Peer Universe.
The Board noted that performance information was for the periods ended
March 31, 2019. The Board also noted that it regularly reviews the performance
of the Fund throughout the year. The Board further noted that, while it
monitors performance of the Fund closely, it generally attaches more importance
to performance over relatively long periods of time, typically three to five
years.
The Board considered that the Fund's performance was below the medians of its
Peer Group and Peer Universe for the one-, three- and five-year periods. The
Board also considered that the Fund underperformed its Broadridge Index for the
one-, three- and five-year periods. The Board further considered the narrow
range of returns among the funds in the Peer Group and Peer Universe. The Board
then noted management's discussion of the Fund's performance, including the
impact of the Fund's conversion to a government money market fund due to lower
yields on government securities generally compared to non-governmental
securities.
The Board further noted that money market funds, in general, have been
operating in a difficult and low-yielding market environment for an extended
period of time and recent regulatory reforms have affected money market funds'
performance. The Board also considered the voluntary fee waivers and/or expense
reimbursements made by SunAmerica in the past with respect to the Fund in order
to avoid a negative yield. The Board concluded that the Fund's performance was
satisfactory in light of all factors considered.
CONSIDERATION OF THE MANAGEMENT FEES AND THE COST OF THE SERVICES AND PROFITS
TO BE REALIZED BY SUNAMERICA AND ITS AFFILIATES FROM THE RELATIONSHIP WITH THE
FUND
The Board, including the Independent Directors, received and reviewed
information regarding the fees paid by the Fund to SunAmerica pursuant to the
Advisory Agreement. The Board examined this information in order to determine
the reasonableness of the fees in light of the nature and quality of services
to be provided and any potential additional benefits to be received by
SunAmerica or its affiliates in connection with providing such services to the
Fund.
To assist in analyzing the reasonableness of the management fee for the Fund,
the Board received reports independently prepared by Broadridge. The reports
showed comparative fee information for the Fund's Peer Group and/or Peer
Universe as determined by Broadridge, including rankings within each category.
In considering the reasonableness of the management fee to be paid by the Fund
to SunAmerica, the Board reviewed a number of expense comparisons, including:
(i) contractual and actual management fees; and (ii) actual total operating
expenses. The Board also considered the various expense components of the Fund
and compared the Fund's net expense ratio (taking into account the contractual
fee caps and waivers) to those of other funds within its Peer Group and/or Peer
Universe as a guide to help
18
SUNAMERICA MONEY MARKET FUNDS, INC.
APPROVAL OF THE INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT --
JUNE 30, 2019 -- (UNAUDITED) (CONTINUED)
assess the reasonableness of the management fee for the Fund. The Board
acknowledged that it was difficult to make precise comparisons with other funds
in the Peer Group and Peer Universe since the exact nature of services provided
under the various fund agreements is often not apparent. The Board noted,
however, that the comparative fee information provided by Broadridge as a whole
was useful in assessing whether SunAmerica was providing services at a cost
that was competitive with other, similar funds.
The Board considered that the Fund's actual management fees were above the
medians of its Peer Group and Peer Universe. The Board also considered that the
Fund's total expenses were above the medians of its Peer Group and Peer
Universe. The Board noted that the Fund's advisory fee contains breakpoints and
further noted management's discussion regarding the Fund's expenses.
The Board further considered management fees received by SunAmerica with
respect to other mutual funds and accounts with similar investment strategies
to the Fund. The Board noted that the mutual funds identified as similar to the
Fund are sold only in the variable annuity market and, accordingly, are in
different Broadridge classifications, with peer groups consisting of funds
underlying variable insurance products. The Board further noted that SunAmerica
serves as subadviser to certain of these similar mutual funds and observed that
the services SunAmerica provides as subadviser are much more limited in scope
than in its role as investment manager and adviser to the Fund. The Board then
noted the management fee paid by the Fund was reasonable as compared to the
fees SunAmerica was receiving from other mutual funds and accounts for which it
serves as adviser or subadviser.
PROFITABILITY
The Board also considered SunAmerica's profitability and the benefits
SunAmerica and its affiliates received from its relationship with the Fund. The
Board received and reviewed financial statements relating to SunAmerica's
financial condition and profitability with respect to the services it provided
the Fund and considered how profit margins could affect SunAmerica's ability to
attract and retain high quality investment professionals and other key
personnel. The Board was also provided with a profitability analysis that
detailed the revenues earned and the expenses incurred by SunAmerica and its
affiliates that provide services to the Fund, as well as an Investment
Management Profitability Analysis prepared by an independent information
service, Broadridge. In particular, the Board considered the contractual fee
waiver and/or expense reimbursements agreed to by SunAmerica.
The Board considered the profitability of SunAmerica under the Advisory
Agreement, and considered the profitability of SunAmerica's affiliates under
the Rule 12b-1 Plans, Service Agreement and Administrative and Shareholder
Services Agreements. Additionally, the Board considered whether SunAmerica and
its affiliates received any indirect benefits from the relationship with the
Fund. Specifically, the Board observed that AIG Federal Savings Bank, an
affiliate of SunAmerica, serves as custodian with respect to certain
shareholder retirement accounts that are administered by SunAmerica and
receives a fee payable by the qualifying shareholders. The Board further
considered whether there were any collateral or "fall-out" benefits that
SunAmerica and its affiliates may derive as a result of their relationship with
the Fund. The Board noted that SunAmerica believes that any such benefits are
de minimis and do not impact the reasonableness of the management fees.
The Board concluded that SunAmerica had the financial resources necessary to
perform its obligations under the Advisory Agreement and to continue to provide
the Fund with the high quality services that they had provided in the past. The
Board also concluded that the management fee was reasonable in light of the
factors discussed above.
ECONOMIES OF SCALE
The Board, including the Independent Directors, considered whether the
shareholders would benefit from economies of scale and whether there was
potential for future realization of economies with respect to the Fund. The
Board considered that as a result of being part of the AIG fund complex, the
Fund shares common resources and may share certain expenses, and if the size of
the complex increases, the Fund could incur lower expenses than it otherwise
would achieve as a stand-alone entity. The Board also took into account that
the Fund had management fee arrangements that included breakpoints that will
adjust the fee downward as the size of the Fund increases, thereby allowing the
shareholders to
19
SUNAMERICA MONEY MARKET FUNDS, INC.
APPROVAL OF THE INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT --
JUNE 30, 2019 -- (UNAUDITED) (CONTINUED)
potentially participate in any economies of scale. The Board further noted that
SunAmerica has agreed to contractually cap the total annual operating expenses
of the Class I shares of the Fund at certain levels. The Board observed that
this expense cap benefited shareholders by limiting total fees even in the
absence of breakpoints. The Board concluded that the Fund's management fee
structures were reasonable and that it would continue to review fees in
connection with the renewal of the Advisory Agreement, including whether the
implementation of additional breakpoints would be appropriate in the future due
to an increase in asset size or otherwise.
OTHER FACTORS
In consideration of the Advisory Agreement, the Board also received information
regarding SunAmerica's brokerage and soft dollar practices. The Board
considered that SunAmerica is responsible for decisions to buy and sell
securities for the Fund, selection of broker-dealers and negotiation of
commission rates. The Board noted that it receives reports from SunAmerica and
from an independent third party which include information on brokerage
commissions and execution throughout the year. The Board also considered the
benefits SunAmerica derives from its soft dollar arrangements, including
arrangements under which brokers provide brokerage and/or research services to
SunAmerica in return for allocating brokerage; however, the Board noted that
the securities in which the Fund invests are traded primarily in the
over-the-counter market on a "net" basis with dealers acting as principal for
their own accounts without a stated commission (although the price of the
security usually includes a profit to the dealer) and, therefore, the Fund
generally does not incur brokerage commissions. Accordingly, the Board observed
that SunAmerica typically would not receive soft dollar benefits in return for
allocating the Fund's brokerage transactions. The Board further observed that
when making purchases of new issues with fixed underwriting fees, SunAmerica
may designate the use of broker dealers who have agreed to provide certain
statistical, research and other information.
CONCLUSION
After a full and complete discussion, the Board approved the Advisory Agreement
with respect to the Fund for a one-year period ending June 30, 2020. Based upon
its evaluation of all these factors in their totality, the Board, including the
Independent Directors, was satisfied that the terms of the Advisory Agreement
were fair and reasonable and in the best interests of the Fund and the Fund's
shareholders. In arriving at a decision to approve the Advisory Agreement, the
Board did not identify any single factor or group of factors as all-important
or controlling, but considered all factors together, and each Independent
Director may have attributed different weights to different factors. The
Independent Directors were also assisted by the advice of independent legal
counsel in making this determination.
20
[LOGO]
AIG Funds
HARBORSIDE 5
185 HUDSON STREET, SUITE 3300
JERSEY CITY, NJ 07311
DIRECTORS/TRUSTEES VOTING PROXIES ON FUND DISCLOSURE OF MONTHLY
Dr. Judith L. Craven PORTFOLIO SECURITIES PORTFOLIO HOLDINGS
William F. Devin A description of the The Fund is required to
Richard W. Grant policies and procedures file its complete
Stephen J. Gutman that the Funds use to schedule of portfolio
Peter A. Harbeck determine how to vote holdings with the U.S.
Eileen A. Kamerick proxies relating to Securities and Exchange
OFFICERS securities held in the Commission monthly on
John T. Genoy, President Funds' portfolios which Form N-MFP. The Fund's
and Chief Executive is available in the Forms N-MFP are available
Officer Funds' Statement of on the U.S. Securities
Timothy Pettee, Vice Additional Information and Exchange Commission's
President may be obtained without website at
Gregory R. Kingston, charge upon request, by http://www.sec.gov. The
Treasurer calling (800) 858-8850. Fund also posts its
James Nichols, Vice This information is also monthly portfolio
President available from the EDGAR holdings on its website
Gregory N. Bressler, database on the U.S. at
Secretary Securities and Exchange http://www.aig.com/funds.
Kathleen Fuentes, Chief Commission's website at PROXY VOTING RECORD ON
Legal Officer and http://www.sec.gov. FUND PORTFOLIO SECURITIES
Assistant Secretary DELIVERY OF SHAREHOLDER Information regarding how
Donna McManus, Vice DOCUMENTS the Funds voted proxies
President and The Funds have adopted a relating to securities
Assistant Treasurer policy that allows them held in the Fund's
Shawn Parry, Vice to send only one copy of portfolio during the most
President and a Fund's prospectus, recent twelve month
Assistant Treasurer proxy material, annual period ended June 30 is
Matthew J. Hackethal, report and semi-annual available, once filed
Anti-Money Laundering report (the "shareholder with the U.S. Securities
Compliance Officer documents") to and Exchange Commission,
Christopher C. Joe, shareholders with without charge, upon
Chief Compliance multiple accounts request, by calling (800)
Officer residing at the same 858-8850 or on the U.S.
INVESTMENT ADVISER "household." This Securities and Exchange
SunAmerica Asset practice is called Commission's website at
Management, LLC householding and reduces http://www.sec.gov.
Harborside 5 Fund expenses, which This report is submitted
185 Hudson Street, Suite benefits you and other solely for the general
3300 shareholders. Unless the information of
Jersey City, NJ 07311 Funds receive shareholders of the Fund.
DISTRIBUTOR instructions to the Distribution of this
AIG Capital Services, contrary, you will only report to persons other
Inc. receive one copy of the than shareholders of the
Harborside 5 shareholder documents. Fund is authorized only
185 Hudson Street, Suite The Funds will continue in connection with a
3300 to household the currently effective
Jersey City, NJ 07311 shareholder documents prospectus, setting forth
SHAREHOLDER SERVICING indefinitely, until we details of the Fund,
AGENT are instructed otherwise. which must precede or
AIG Fund Services, Inc. If you do not wish to accompany this report.
Harborside 5 participate in
185 Hudson Street, Suite householding, please
3300 contact Shareholder
Jersey City, NJ 07311 Services at
TRANSFER AGENT (800) 858-8850 ext. 6010
DST Asset Manager or send a written request
Solutions, Inc. with your name, the name
303 W. 11/th/ Street of your fund(s) and your
Kansas City, MO 64105 account member(s) to AIG
CUSTODIAN Funds, P.O. Box 219186,
State Street Bank and Kansas City MO,
Trust Company 64121-9186. We will
One Lincoln St. resume in-dividual
Boston, MA 02111 mailings for your account
within thirty (30) days
of receipt of your
request.
[GRAPHIC]
GO PAPERLESS!!
DID YOU KNOW THAT YOU HAVE THE OPTION TO
RECEIVE YOUR SHAREHOLDER REPORTS ONLINE?
By choosing this convenient service, you will no longer receive paper copies of
Fund documents such as annual reports, semi-annual reports, prospectuses and
proxy statements in the mail. Instead, you are provided with quick and easy
access to this information via the Internet.
Why Choose Electronic Delivery?
IT'S QUICK -- Fund documents will be received faster than via traditional mail.
IT'S CONVENIENT -- Elimination of bulky documents from personal files.
IT'S COST EFFECTIVE -- Reduction of your Fund's printing and mailing costs.
TO SIGN UP FOR ELECTRONIC DELIVERY, FOLLOW
THESE SIMPLE STEPS:
1 GO TO WWW.AIG.COM/FUNDS
2 CLICK ON THE LINK TO "GO PAPERLESS!!"
The email address you provide will be kept strictly confidential. Once your
enrollment has been processed, you will begin receiving email notifications
when anything you receive electronically is available online.
You can return to www.aig.com/funds at any time to change your email
address, edit your preferences or to cancel this service if you choose to
resume physical delivery of your Fund documents.
Please note - this option is only available to accounts opened through the
Funds.
FOR INFORMATION ON RECEIVING THIS REPORT ONLINE, SEE INSIDE BACK COVER.
AIG FUNDS ARE ADVISED BY SUNAMERICA ASSET MANAGEMENT, LLC (SAAMCO) AND
DISTRIBUTED BY AIG CAPITAL SERVICES, INC. (ACS), MEMBER FINRA. Harborside 5,
185 Hudson Street, Suite 3300, Jersey City, NJ 07311, 800-858-8850. SAAMCo and
ACS are members of American International Group, Inc. (AIG).
This fund report must be preceded by or accompanied by a prospectus.
Investors should carefully consider a Fund's investment objectives, risks,
charges and expenses before investing. The prospectus, containing this and
other important information, can be obtained from your financial adviser, the
AIG Funds Sales Desk at 800-858-8850, ext. 6003, or at aig.com/funds. Read the
prospectus carefully before investing.
[LOGO]
aig.com/funds
MMSAN - 6/19
Item 2. Code of Ethics
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
Included in Item 1 to the Form.
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.
There were no material changes to the procedures by which shareholders
may recommend nominees to the registrant's Board of Directors that
were implemented after the registrant last provided disclosure in
response to the requirements of Item 407(c)(2)(iv) of Regulation S-K
(17 CFR 229.407) (as required by Item 22(b)(15)) of Schedule 14A (17
CFR 240.14a - 101), or this Item 10.
Item 11. Controls and Procedures.
(a) An evaluation was performed within 90 days of the filing of this
report, under the supervision and with the participation of the
registrant's management, including the President and Treasurer, of the
effectiveness of the design and operation of the registrant's
disclosure controls and procedures (as defined in Rule 30a-3(c) under
the Investment Company Act of 1940 (17 CFR 270.30a-3(c))). Based on
that evaluation, the registrant's management, including the President
and Treasurer, concluded that the registrant's disclosure controls and
procedures are effective.
(b) There was no change in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment
Company Act of 1940 (17 CFR 270.30a-3(d))) that occurred during the
most recent fiscal-half year that has materially affected, or is
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) Not applicable.
(2) Certifications pursuant to Rule 30a-2(a) under the Investment
Company Act of 1940 (17 CFR 270.30a-2(a)) attached hereto as Exhibit
99.CERT.
(3) Not applicable.
(4) Not applicable.
(b) Certification pursuant to Rule 30a-2(b) under the Investment Company
Act of 1940 (17 CFR 270.30a-2(a)) and Section 906 of the
Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.906.CERT.
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.
SunAmerica Money Market Funds, Inc.
By: /s/ John T. Genoy
--------------------------
John T. Genoy
President
Date: September 6, 2019
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: /s/ John T. Genoy
--------------------------
John T. Genoy
President
Date: September 6, 2019
By: /s/ Gregory R. Kingston
--------------------------
Gregory R. Kingston
Treasurer
Date: September 6, 2019