REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | /X/ |
Pre-Effective Amendment No. | / / |
Post-Effective Amendment No. 67 | /X/ |
and/or | |
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | /X/ |
Amendment No. 67 |
DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS | ||
(Exact Name of Registrant as Specified in Charter) | ||
2005 Market Street, Philadelphia, Pennsylvania | 19103-7094 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, including Area Code: | (800) 523-1918 |
David F. Connor, Esq., 2005 Market Street, Philadelphia, PA 19103-7094 | |
(Name and Address of Agent for Service) | |
Approximate Date of Proposed Public Offering: | April 29, 2011 |
/ / | immediately upon filing pursuant to paragraph (b) | |
/X/ | on April 29, 2011 pursuant to paragraph (b) | |
/ / | 60 days after filing pursuant to paragraph (a)(1) | |
/ / | on (date) pursuant to paragraph (a)(1) | |
/ / | 75 days after filing pursuant to paragraph (a)(2) | |
/ / | on (date) pursuant to paragraph (a)(2) of Rule 485. |
/ / | this post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
1. | Facing Page | |
2. | Contents Page | |
3. | Part A – Prospectuses | |
4. | Part B - Statement of Additional Information | |
5. | Part C - Other Information | |
6. | Signatures | |
7. | Exhibits |
Prospectus
Fixed income
April 29, 2011
Delaware Limited-Term Diversified Income Fund
Nasdaq ticker symbols |
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Class A |
DTRIX |
Class B |
DTIBX |
Class C |
DTICX |
Class R |
DLTRX |
The U.S. Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of
this Prospectus. Any representation to the contrary is a criminal offense.
Get shareholder reports and prospectuses online instead of in the mail.
Visit www.delawareinvestments.com/edelivery.
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What is the Fund's investment objective?
Delaware Limited-Term Diversified Income Fund seeks maximum total return, consistent with reasonable risk.
What are the Fund's fees and expenses?
The following table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. You may qualify for sales-charge discounts if you and your family invest, or agree to invest in the future, at least $100,000 in Delaware Investments ® Funds. More information about these and other discounts is available from your financial advisor, in this prospectus under the section entitled "About your account," and in the Fund's statement of additional information under the section entitled "Purchasing shares."
1 |
If you redeem Class B shares during the first year after you buy them, you will pay a contingent deferred sales charge (CDSC) of 2.00%, which declines to 1.00% during the second and third years, and 0% thereafter. Class C shares redeemed within one year of purchase are subject to a 1.00% CDSC. |
2 |
The Fund's distributor, Delaware Distributors, L.P. (Distributor), has contracted to limit the Fund's Class A and Class R shares' 12b-1 fees from April 29, 2011 through April 29, 2012 to no more than 0.15% and 0.50% of average daily net assets, respectively. These waivers and reimbursements may be terminated only by agreement of the Distributor and the Fund. |
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and reflects the applicable waivers and reimbursements for the 1-year contractual period and the total operating expenses without waivers for years 2 through 10. Although your actual costs may be higher or lower, based on these assumptions your costs would be:
(If not redeemed) | (If not redeemed) | ||||||
Class | A | B | B | C | C | R | |
1 year | $357 | $171 | $371 | $171 | $271 | $120 | |
3 years | $564 | $530 | $630 | $530 | $530 | $396 | |
5 years | $788 | $913 | $913 | $913 | $913 | $693 | |
10 years | $1,430 | $1,550 | $1,550 | $1,987 | $1,987 | $1,536 |
Portfolio turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund's performance. During the most recent fiscal year, the Fund's portfolio turnover rate was 411% of the average value of its portfolio.
What are the Fund's principal investment strategies?
Under normal circumstances, the Fund will invest at least 80% of its net assets in investment grade fixed income securities, including, but not limited to, fixed income securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, and by U.S. corporations. Investment grade fixed income securities are securities rated BBB- or higher by Standard & Poor's (S&P), Baa3 or higher by Moody's Investors Service (Moody's), or similarly rated by another nationally recognized statistical rating organization (NRSRO), or those that are deemed to be of comparable quality. The Fund will maintain an average effective duration from one to three years. The Fund's investment manager, Delaware Management Company (Manager or we), will determine how much of the Fund's assets to allocate among the different types of fixed income securities in which the Fund may invest based on our evaluation of economic and market conditions and our assessment of the returns and potential for appreciation that can be achieved from various sectors of the fixed income market.
The corporate debt obligations in which the Fund may invest include bonds, notes, debentures, and commercial paper of U.S. companies and, subject to the limitations described below, non-U.S. companies. The Fund may also invest in a variety of securities that are issued or guaranteed as to the payment of principal and interest by the U.S. government, and by various agencies or instrumentalities, which have been established or are sponsored by the U.S. government, and, subject to the limitations described below, securities issued by foreign governments.
Additionally, the Fund may invest in mortgage-backed securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, government-sponsored corporations, and mortgage-backed securities issued by certain private, nongovernment entities. The Fund may also invest in securities that are backed by assets such as receivables on home equity and credit card loans, automobile, mobile home, recreational vehicle and other loans, wholesale dealer floor plans, and leases.
The Fund may invest up to 20% of its net assets in below-investment-grade securities (also known as high yield or "junk" bonds). In general, the below-investment-grade securities that the Fund may purchase in this sector will generally be rated BB or lower by S&P and Ba or lower by Moody's, or similarly rated by another NRSRO.
The Fund may also invest up to 30% of its net assets in foreign securities, including up to 10% of its net assets in securities of issuers located in emerging markets. The Fund's total non-U.S. dollar currency exposure will be limited, in the aggregate, to no more than 10% of net assets.
What are the principal risks of investing in the Fund?
Investing in any mutual fund involves the risk that you may lose part or all of the money you invest. Over time, the value of your investment in the Fund will increase and decrease according to changes in the value of the securities in the Fund's portfolio. Principal risks include:
Investment not guaranteed by the Manager or its affiliates — Investments in the Fund are not and will not be deposits with or liabilities of Macquarie Bank Limited ABN 46 008 583 542 and its holding companies, including their subsidiaries or related companies (Macquarie Group), and are subject to investment risk, including possible delays in repayment and loss of income and capital invested. No Macquarie Group company guarantees or will guarantee the performance of the Fund, the repayment of capital from the Fund, or any particular rate of return.
Market risk — The risk that securities or industries in a certain market — such as the stock or bond market — will decline in value because of economic conditions, future expectations, investor confidence, or heavy institutional selling.
Interest rate risk — The risk that securities, particularly bonds with longer maturities, will decrease in value if interest rates rise.
Credit risk — The risk that a bond's issuer will be unable to make timely payments of interest and principal.
High yield risk — The risk that high yield securities, commonly known as "junk bonds," are subject to reduced creditworthiness of issuers; increased risk of default and a more limited and less liquid secondary market than higher rated securities; and greater price volatility and risk of loss of income and principal than are higher rated securities.
Prepayment risk — The risk that the principal on a bond that is held by a portfolio will be prepaid prior to maturity at a time when interest rates are lower than what that bond was paying. A portfolio may then have to reinvest that money at a lower interest rate.
Liquidity risk — The possibility that securities cannot be readily sold within seven days at approximately the price at which a fund has valued them, which may prevent the Manager from disposing of securities at a favorable time or price during periods of infrequent trading of such securities.
Derivatives risk — Derivatives may involve additional expenses and are subject to the risk that a security or a securities index to which the derivative is associated moves in the opposite direction from what the portfolio manager had anticipated. Another risk of derivative transactions is the creditworthiness of the counterparty because the transactions rely upon the counterparty's ability to fulfill its contractual obligations.
Foreign risk — The risk that foreign securities (particularly in emerging markets) may be adversely affected by political instability; changes in currency exchange rates; inefficient markets and higher transaction costs; foreign economic conditions; or inadequate or different regulatory and accounting standards.
Bank loans and other direct indebtedness risk — The risk that the portfolio will not receive payment of principal, interest, and other amounts due in connection with these investments and will depend primarily on the financial condition of the borrower and the lending institution.
Valuation risk — The risk that a less liquid secondary market may make it more difficult for a fund to obtain precise valuations of certain securities in its portfolio.
Government and regulatory risk — The risk that governments or regulatory authorities have, from time to time, taken or considered actions that could adversely affect various sectors of the securities markets. Government involvement in the private sector may, in some cases, include government investment in, or ownership of, companies in certain commercial business sectors; wage and price controls; or imposition of trade barriers and other protectionist measures.
How has Delaware Limited-Term Diversified Income Fund performed?
The bar chart and table below provide some indication of the risks of investing in the Fund by showing changes in the Fund's performance from year to year and by showing how the Fund's average annual returns for 1-, 5-, and 10-year periods compare with those of a broad measure of market performance. The Fund's past performance (before and after taxes) is not necessarily an indication of how it will perform in the future. The returns reflect expense caps in effect during these periods. The returns would be lower without the expense caps. You may obtain the Fund's most recently available month-end performance by calling 800 523-1918 or by visiting our web site at www.delawareinvestments.com/performance.
Effective November 30, 2007, the Fund's investment objective, strategies, and policies were changed to permit the Fund to invest in a diversified portfolio of limited-term fixed income securities. These changes allowed the Fund to invest in a broader range of fixed income securities, including U.S. government securities, foreign government securities, and corporate and high yield securities of domestic and foreign issuers. Prior to November 30, 2007, the Fund invested primarily in U.S. government securities. The returns prior to this time reflect the Fund's prior investment objective, strategies, and policies and may not be indicative of future returns.
Year-by-year total return (Class A)
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During the periods illustrated in this bar chart, Class A's highest quarterly return was 4.76% for the quarter ended June 30, 2009 and its lowest quarterly return was -1.33% for the quarter ended June 30, 2004. The maximum Class A sales charge of 5.75%, which is normally deducted when you purchase shares, is not reflected in the highest/lowest quarterly returns or in the bar chart. If this sales charge were included, the returns would be less than those shown. The average annual returns in the table below do include the sales charge.
Average annual total returns for periods ended December 31, 2010
1 year | 5 years | 10 years | |
Class A return before taxes | 0.86% | 5.14% | 4.68% |
Class A return after taxes on distributions | -0.17% | 3.68% | 3.10% |
Class A return after taxes on distributions and sale of Fund shares | 0.64% | 3.53% | 3.05% |
Class B return before taxes | 0.94% | 4.83% | 4.52% |
Class C return before taxes | 1.82% | 4.80% | 4.08% |
Class R return before taxes | 3.34% | 5.35% | 3.93% |
Barclays Capital 1–3 Year Government/Credit
Index (reflects no deduction for fees, expenses, or taxes) |
2.80% | 4.53% | 4.34% |
After-tax performance is only presented for Class A shares of the Fund. The after-tax returns for other Fund classes may vary. Actual after-tax returns depend on the investor's individual tax situation and may differ from the returns shown. After-tax returns are not relevant for shares held in tax-deferred investment vehicles such as employer-sponsored 401(k) plans and individual retirement accounts (IRAs). The after-tax returns shown are calculated using the highest individual federal marginal income tax rates in effect during the periods presented and do not reflect the impact of state and local taxes.
Who manages the Fund?
Investment manager
Delaware Management Company
Purchase and redemption of Fund shares
You may purchase or redeem shares of the Fund on any day that the New York Stock Exchange (NYSE) is open for business (Business Day). Shares may be purchased or redeemed: through your financial advisor; by regular mail (c/o Delaware Investments, P.O. Box 219691, Kansas City, MO 64121-9691); by overnight courier service (c/o Delaware Service Center, 430 W. 7th Street, Kansas City, MO 64105); by telephone to our Shareholder Service Center at 800 523-1918 weekdays from 8:30 a.m. to 6:00 p.m. Eastern time; by telephone to our automated telephone service at 800 362-3863 at any time; through our web site at www.delawareinvestments.com; or by wire.
In most cases, the minimum initial investment is $1,000 and subsequent investments can be made for as little as $100. If you are buying shares in an IRA or Roth IRA, under the Uniform Gifts to Minors Act or Uniform Transfers to Minors Act, or through a direct deposit purchase plan or an automatic investment plan, the minimum initial investment is $250 and subsequent investments can be made for as little as $25. The minimum initial purchase for a Coverdell Education Savings Account is $500 and subsequent investments can be made for as little as $25. There is no minimum initial purchase requirement for Class R shares, but certain eligibility requirements must be met. The minimums vary for retirement plans other than IRAs, Roth IRAs, or Coverdell Education Savings Accounts. We may reduce or waive the above minimums in certain cases. As of May 31, 2007, no new or subsequent investments are allowed in the Fund's Class B shares, except through a reinvestment of dividends or capital gains or permitted exchanges.
Tax information
The Fund's distributions generally are taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an IRA.
Payments to broker/dealers and other
financial intermediaries
If you purchase shares of the Fund through a broker/dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker/dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary's web site for more information.
We take a disciplined approach to investing, combining investment strategies and risk management techniques that we believe can help shareholders meet their goals.
Our investment strategies
We analyze economic and market conditions, seeking to identify the securities or market sectors that we believe are the best investments for the Fund. Securities in which the Fund may invest include, but are not limited to, the following:
Securities issued or guaranteed by the U.S. government, such as U.S. Treasurys;
Securities issued by U.S. government agencies or instrumentalities, such as securities of the Government National Mortgage Association (GNMA);
Investment grade and below-investment-grade corporate bonds;
Nonagency mortgage-backed securities, asset-backed securities, commercial mortgage-backed securities (CMBS), collateralized mortgage obligations (CMOs), and real estate mortgage investment conduits (REMICs);
Securities of foreign issuers in both developed and emerging markets, denominated in foreign currencies and U.S. dollars;
Bank loan participations; and
Short-term investments.
Under normal circumstances, the Fund will invest at least 80% of its net assets in investment grade fixed income securities. The Fund may invest in debt obligations issued or guaranteed by the U.S. government, its agencies or instrumentalities, and by U.S. corporations. The corporate debt obligations in which the Fund may invest include bonds, notes, debentures, and commercial paper of U.S. companies. The U.S. government securities in which the Fund may invest include a variety of securities that are issued or guaranteed as to the payment of principal and interest by the U.S. government, and by various agencies or instrumentalities, which have been established or are sponsored by the U.S. government.
The Fund may also invest in mortgage-backed securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, or by government-sponsored corporations. Other mortgage-backed securities in which the Fund may invest are issued by certain private, nongovernment entities. The Fund may also invest in securities that are backed by assets such as receivables on home equity and credit card loans, automobile, mobile home, recreational vehicle and other loans, wholesale dealer floor plans, and leases.
The Fund maintains an average effective duration of one to three years.
The Fund may also invest up to 20% of its net assets in below-investment-grade securities (also known as high yield or "junk" bonds). The Fund may invest in domestic corporate debt obligations, including notes, which may be convertible or nonconvertible, commercial paper, units consisting of bonds with stock or warrants to buy stock attached, debentures and convertible debentures. The Fund will invest in both rated and unrated bonds. Unrated bonds may be more speculative in nature than rated bonds.
The Fund may also invest up to 30% of its net assets in foreign securities, including up to 10% of its net assets in securities
of issuers located in emerging markets. The Manager will limit non-U.S.-dollar-denominated securities to no more than 20%
of net assets. The Fund's total non-U.S.-dollar currency exposure will be limited, in the aggregate, to no more than 10% of
net assets. These fixed income securities may include foreign government securities, debt obligations of foreign companies,
and securities issued by supranational entities. A supranational entity is an entity established or financially supported
by the national governments of one or more countries to promote reconstruction or development. Examples of supranational entities
include the International Bank for Reconstruction and Development (more commonly known as the World Bank), the European Economic
Community, the European Investment Bank, the Inter-Development Bank, and the Asian Development Bank.
The Fund may invest in sponsored and unsponsored American depositary receipts, European depositary receipts, or global depositary
receipts. The Fund may also invest in zero coupon bonds and may purchase shares of other investment companies.
The Fund will invest in both rated and unrated foreign securities.
The Fund may invest in securities issued in any currency and may hold foreign currencies. Securities of issuers within a given country may be denominated in the currency of another country or in multinational currency units, such as the euro. The Fund may, from time to time, purchase or sell foreign currencies and/or engage in forward foreign currency transactions in order to expedite settlement of Fund transactions and to minimize currency value fluctuations.
The Fund's investment objective is nonfundamental. This means that the Board may change the Fund's objective without obtaining shareholder approval. If the objective were changed, we would notify shareholders at least 60 days before the change in the objective became effective.
The securities in which the Fund typically invests
Fixed income securities offer the potential for greater income payments than stocks, and also may provide capital appreciation. Please see the Fund's Statement of Additional Information (SAI) for additional information about certain of the securities described below as well as other securities in which the Fund may invest.
Direct U.S. Treasury obligations
Direct U.S. Treasury obligations include Treasury bills, notes, and bonds of varying maturities. U.S. Treasury securities are backed by the "full faith and credit" of the United States.
How the Fund uses them: The Fund may invest without limit in U.S. Treasury securities, although they are typically not the Fund's largest holding because they generally do not offer as high a level of current income as other fixed income securities.
Mortgage-backed securities
Mortgage-backed securities are fixed income securities that represent pools of mortgages, with investors receiving principal and interest payments as the underlying mortgage loans are paid back. Many are issued and guaranteed against default by the U.S. government or its agencies or instrumentalities, such as the Federal Home Loan Mortgage Corporation, Fannie Mae, and the Government National Mortgage Association. Others are issued by private financial institutions, with some fully collateralized by certificates issued or guaranteed by the U.S. government or its agencies or instrumentalities.
How the Fund uses them: There is no limit on government-related mortgage-backed securities.
The Fund may invest in mortgage-backed securities issued or guaranteed by the U.S. government, its agencies or instrumentalities or by government-sponsored corporations.
The Fund may also invest in mortgage-backed securities that are secured by the underlying collateral of the private issuer. Such securities are not government securities and are not directly guaranteed by the U.S. government in any way. These include CMOs, REMICs, and CMBS.
Asset-backed securities
Asset-backed securities are bonds or notes backed by accounts receivable, including home equity, automobile, or credit loans.
How the Fund uses them: The Fund may invest in asset-backed securities rated in one of the four highest rating categories by an NRSRO.
Corporate bonds
Corporate bonds are debt obligations issued by a corporation.
How the Fund uses them: The Fund may invest in corporate bonds.
High yield corporate bonds (junk bonds)
High yield corporate bonds are debt obligations issued by a corporation and rated lower than BBB- by S&P and Baa3 by Moody's, or similarly rated by another NRSRO. High yield bonds, also known as "junk bonds," are issued by corporations that have lower credit quality and may have difficulty repaying principal and interest.
How the Fund uses them: Emphasis is typically on those rated BB or Ba by an NRSRO. The Fund may invest up to 20% of its total assets in below-investment-grade securities.
We carefully evaluate an individual company's financial situation, its management, the prospects for its industry, and the technical factors related to its bond offering. Our goal is to identify those companies that we believe will be able to repay their debt obligations in spite of poor ratings. We may invest in unrated bonds if we believe their credit quality is comparable to the rated bonds we are permitted to invest in. Unrated bonds may be more speculative in nature than rated bonds.
Collateralized mortgage obligations (CMOs) and real estate mortgage investment conduits (REMICs)
CMOs are privately issued mortgage-backed bonds whose underlying value is the mortgages that are collected into different pools according to their maturity. They are issued by U.S. government agencies and private issuers. REMICs are privately issued mortgage-backed bonds whose underlying value is a fixed pool of mortgages secured by an interest in real property. Like CMOs, REMICs offer different pools.
How the Fund uses them: The Fund may invest in CMOs and REMICs. Certain CMOs and REMICs may have variable or floating interest rates and others may be stripped. Stripped mortgage securities are generally considered illiquid and to such extent, together with any other illiquid investments, will not exceed 15% of the Fund's net assets, which is the Fund's limit on investments in illiquid securities. In addition, subject to certain quality and collateral limitations, the Fund may invest up to 20% of its total assets in CMOs and REMICs issued by private entities that are not collateralized by securities issued or guaranteed by the U.S. government, its agencies, or instrumentalities, so called "nonagency" mortgage-backed securities.
Short-term debt instruments
These instruments include: (1) time deposits, certificates of deposit, and bankers acceptances issued by a U.S. commercial bank; (2) commercial paper of the highest quality rating; (3) short-term debt obligations with the highest quality rating; (4) U.S. government securities; and (5) repurchase agreements collateralized by the instruments described in (1)-(4) above.
How the Fund uses them: The Fund may invest in these instruments either as a means of achieving its investment objective or, more commonly, as temporary defensive investments or pending investment in the Fund's principal investment securities. When investing all or a significant portion of the Fund's assets in these instruments, the Fund may not be able to achieve its investment objective.
Foreign securities
Debt issued by a non-U.S. company or a government other than the United States or by an agency, instrumentality, or political subdivision of such government.
How the Fund uses them: The Fund may invest up to 30% of its total assets in securities of foreign companies or governments.
Forward foreign currency transactions
A forward foreign currency exchange contract involves an obligation to purchase or sell a specific currency on a fixed future date at a price that is set at the time of the contract. The future date may be any number of days from the date of the contract as agreed by the parties involved.
How the Fund uses them: Although we value the Fund's assets daily in terms of U.S. dollars, we do not intend to convert its holdings of foreign currencies into U.S. dollars on a daily basis. We may, however, from time to time, purchase or sell foreign currencies and/or engage in forward foreign currency transactions in order to expedite settlement of Fund transactions and to minimize currency value fluctuations.
Bank loans
Bank loans represent an interest in a loan or other direct indebtedness, such as an assignment, that entitles the acquiring of such interest to payments of interest, principal and/or other amounts due under the structure of the loan or other direct indebtedness. In addition to being structured as secured or unsecured loans, such investments could be structured as novations or assignments or represent trade or other claims owed by a company to a supplier.
How the Fund uses them: The Fund may invest without restriction in bank loans that meet the Manager's credit standards. We perform our own independent credit analysis on each borrower and on the collateral securing each loan. We consider the nature of the industry in which the borrower operates, the nature of the borrower's assets, and the general quality and creditworthiness of the borrower. The Fund may invest in bank loans in order to enhance total return, to affect diversification, or to earn additional income. We will not use bank loans for reasons inconsistent with the Fund's investment objective.
Repurchase agreements
A repurchase agreement is an agreement between a buyer of securities, such as a fund, and a seller of securities, in which the seller agrees to buy the securities back within a specified time at the same price the buyer paid for them, plus an amount equal to an agreed-upon interest rate. Repurchase agreements are often viewed as equivalent to cash.
How the Fund uses them: Typically, the Fund may use repurchase agreements as short-term investments for the Fund's cash position. In order to enter into these repurchase agreements, the Fund must have collateral of at least 102% of the repurchase price. The Fund will only enter into repurchase agreements in which the collateral is U.S. government securities. In the Manager's discretion, the Fund may invest overnight cash balances in short-term discount notes issued or guaranteed by the U.S. government, its agencies or instrumentalities, or government-sponsored enterprises.
Futures and options
Futures contracts are agreements for the purchase or sale of a security or a group of securities at a specified price, on a specified date. Unlike purchasing an option, a futures contract must be executed unless it is sold before the settlement date.
Options represent a right to buy or sell a swap agreement or a security or a group of securities at an agreed-upon price at a future date. The purchaser of an option may or may not choose to go through with the transaction. The seller of an option, however, must go through with the transaction if its purchaser exercises the option.
Certain options and futures may be considered derivative securities.
How the Fund uses them
: At times when we anticipate adverse conditions, we may want to protect gains on swap agreements or securities without actually
selling them. We might use options or futures to neutralize the effect of any price declines, without selling a swap agreement
or security, or as a hedge against changes in interest rates. We may also sell an option contract (often referred to as "writing"
an option) to earn additional income for the Fund.
Use of these strategies can increase the operating costs of the Fund and can lead to loss of principal.
The Fund has claimed an exclusion from the definition of the term "commodity pool operator" under the Commodity Exchange
Act (CEA) and, therefore, is not subject to registration or regulation as a commodity pool operator under the CEA.
Restricted securities
Restricted securities are privately placed securities whose resale is restricted under U.S. securities laws.
How the Fund uses them: The Fund may invest in privately placed securities, including those that are eligible for resale only among certain institutional buyers without registration, which are commonly known as "Rule 144A Securities." Restricted securities that are determined to be illiquid may not exceed the Fund's limit on investments in illiquid securities.
Illiquid securities
Illiquid securities are securities that do not have a ready market and cannot be readily sold within seven days at approximately the price at which a fund has valued them.
How the Fund uses them: The Fund may invest up to 15% of its net assets in illiquid securities.
Interest rate swap, index swap, and credit default swap agreements
In an interest rate swap, a fund receives payments from another party based on a variable or floating interest rate, in return for making payments based on a fixed interest rate. An interest rate swap can also work in reverse with a fund receiving payments based on a fixed interest rate and making payments based on a variable or floating interest rate.
In an index swap, a fund receives gains or incurs losses based on the total return of a specified index, in exchange for making interest payments to another party. An index swap can also work in reverse with a fund receiving interest payments from another party in exchange for movements in the total return of a specified index.
In a credit default swap, a fund may transfer the financial risk of a credit event occurring (a bond default, bankruptcy, or restructuring, for example) on a particular security or basket of securities to another party by paying that party a periodic premium; likewise, a fund may assume the financial risk of a credit event occurring on a particular security or basket of securities in exchange for receiving premium payments from another party.
Interest rate swaps, index swaps, and credit default swaps may be considered illiquid.
How the Fund uses them: The Fund may use interest rate swaps to adjust its sensitivity to interest rates or to hedge against changes in interest rates. Index swaps may be used to gain exposure to markets that the Fund invests in, such as the corporate bond market. The Fund may also use index swaps as a substitute for futures or options contracts if such contracts are not directly available to the Fund on favorable terms. The Fund may enter into credit default swaps in order to hedge against a credit event, to enhance total return, or to gain exposure to certain securities or markets.
Use of these strategies can increase the operating costs of the Fund and lead to loss of principal.
Time deposits
Time deposits are nonnegotiable deposits maintained in a banking institution for a specified period of time at a stated interest rate.
How the Fund uses them: The Fund will not purchase time deposits maturing in more than seven days and time deposits maturing from two business days through seven calendar days will not exceed 15% of the Fund's total assets.
Zero coupon and pay-in-kind bonds
Zero coupon bonds are debt obligations that do not entitle the holder to any periodic payments of interest prior to maturity or a specified date when the securities begin paying current interest, and therefore are issued and traded at a discount from their face amounts or par value. Pay-in-kind (PIK) bonds pay interest through the issuance to holders of additional securities.
How the Fund uses them: The Fund may purchase fixed income securities, including zero coupon bonds and PIK bonds consistent with its investment objective.
American depositary receipts (ADRs), European depositary receipts (EDRs), and global depositary receipts (GDRs)
ADRs are receipts issued by a U.S. depositary (usually a U.S. bank) and EDRs and GDRs are receipts issued by a depositary outside of the U.S. (usually a non-U.S. bank or trust company or a foreign branch of a U.S. bank). Depositary receipts represent an ownership interest in an underlying security that is held by the depositary. Generally, the underlying security represented by an ADR is issued by a foreign issuer and the underlying security represented by an EDR or GDR may be issued by a foreign or U.S. issuer. Sponsored depositary receipts are issued jointly by the issuer of the underlying security and the depositary, and unsponsored depositary receipts are issued by the depositary without the participation of the issuer of the underlying security. Generally, the holder of the depositary receipt is entitled to all payments of interest, dividends, or capital gains that are made on the underlying security.
How the Fund uses them: The Fund may invest in sponsored and unsponsored ADRs. The Fund will typically invest in ADRs that are actively traded in the United States.
In conjunction with the Fund's investments in foreign securities, it may also invest in sponsored and unsponsored EDRs and GDRs.
Other investment strategies
The Fund may also invest in other securities, including certificates of deposit and obligations of both U.S. and foreign banks, corporate debt, and commercial paper.
Borrowing from banks
The Fund may borrow money from banks as a temporary measure for extraordinary or emergency purposes or to facilitate redemptions. The Fund will be required to pay interest to the lending banks on the amounts borrowed. As a result, borrowing money could result in the Fund being unable to meet its investment objective.
Lending securities
The Fund may lend up to 25% of its assets to qualified broker/dealers or institutional investors for their use in securities transactions. Borrowers of the Fund's securities must provide collateral to the Fund and adjust the amount of collateral each day to reflect changes in the value of the loaned securities. These transactions may generate additional income for the Fund.
Purchasing securities on a when-issued or delayed-delivery basis
The Fund may buy or sell securities on a when-issued or delayed-delivery basis; that is, paying for securities before delivery or taking delivery at a later date. We will designate cash or securities in amounts sufficient to cover the Fund's obligations, and will value the designated assets daily.
The risks of investing in the Fund
Investing in any mutual fund involves risk, including the risk that you may receive little or no return on your investment, and the risk that you may lose part or all of the money you invest. Before you invest in the Fund, you should carefully evaluate the risks. Because of the nature of the Fund, you should consider your investment to be a long-term investment that typically provides the best results when held for a number of years. The table below describes the principal risks you assume when investing in the Fund. Please see the SAI for a further discussion of these risks and other risks not discussed here.
Market risk
Market risk is the risk that all or a majority of the securities in a certain market — such as the stock or bond market — will decline in value because of economic conditions, future expectations, investor confidence, or heavy institutional selling.
Index swaps are subject to the same market risks as the investment market or sector that the index represents. Depending on the actual movements of the index and how well the portfolio manager forecasts those movements, a fund could experience a higher or lower return than anticipated.
How the Fund strives to manage it: We maintain a long-term investment approach and focus on securities that we believe can continue to provide returns over an extended time frame regardless of interim market fluctuations. Generally, we do not try to predict overall market movements.
In evaluating the use of an index swap for the Fund, we carefully consider how market changes could affect the swap and how that compares to our investing directly in the market the swap is intended to represent. When selecting dealers with whom we would make interest rate or index swap agreements for the Fund, we focus on those dealers with high-quality ratings and do careful credit analysis before engaging in the transaction.
Industry and security risks
Industry risk is the risk that the value of securities in a particular industry (such as financial services or manufacturing) will decline because of changing expectations for the performance of that industry.
Security risk is the risk that the value of an individual stock or bond will decline because of changing expectations for the performance of the individual company issuing the stock or bond (due to situations that could range from decreased sales to events such as a pending merger or actual or threatened bankruptcy).
How the Fund strives to manage them: We limit the amount of the Fund's assets invested in any one industry and in any individual security or issuer. We also follow a rigorous selection process when choosing securities for the portfolio.
Interest rate risk
Interest rate risk is the risk that securities will decrease in value if interest rates rise. The risk is greater for bonds with longer maturities than for those with shorter maturities. Investments in equity securities issued by small- and medium-size companies, which often borrow money to finance operations, may also be adversely affected by rising interest rates.
Swaps may be particularly sensitive to interest rate changes. Depending on the actual movements of interest rates and how well the portfolio manager anticipates them, a fund could experience a higher or lower return than anticipated.
How the Fund strives to manage it: The Fund will not invest in swaps with maturities of more than 10 years. Each Business Day, we will calculate the amount the Fund must pay for swaps it holds and will segregate enough cash or other liquid securities to cover that amount.
Credit risk
Credit risk is the possibility that a bond's issuer (or an entity that insures the bond) will be unable to make timely payments of interest and principal. Changes in an issuer's financial strength or in a security's credit rating may affect a security's value, which would impact a fund's performance.
Investing in so-called "junk" or "high yield" bonds entails the risk of principal loss, which may be greater than the risk involved in investment grade bonds. High yield bonds are sometimes issued by companies whose earnings at the time the bond is issued are less than the projected debt payments on the bonds.
A protracted economic downturn may severely disrupt the market for high yield bonds, adversely affect the value of outstanding bonds, and adversely affect the ability of high yield issuers to repay principal and interest.
How the Fund strives to manage it: The Fund strives to minimize credit risk by investing primarily in higher quality, investment grade corporate bonds.
Any portion of a Fund that is invested in high yielding, lower-quality corporate bonds is subject to greater credit risk. The Manager strives to manage that risk through careful bond selection, by limiting the percentage of the Fund that can be invested in lower-quality bonds, and by maintaining a diversified portfolio of bonds representing a variety of industries and issuers.
Prepayment risk
Prepayment risk is the risk that homeowners will prepay mortgages during periods of low interest rates, forcing a fund to reinvest its money at interest rates that might be lower than those on the prepaid mortgage. Prepayment risk may also affect other types of debt securities, but generally to a lesser extent than mortgage securities.
How the Fund strives to manage it: We take into consideration the likelihood of prepayment when we select mortgages. We may look for mortgage securities that have characteristics that make them less likely to be prepaid, such as low outstanding loan balances or below-market interest rates.
Liquidity risk
Liquidity risk is the possibility that securities cannot be readily sold within seven days at approximately the price at which a fund has valued them. Illiquid securities may trade at a discount from comparable, more liquid investments, and may be subject to wide fluctuations in market value. A fund also may not be able to dispose of illiquid securities at a favorable time or price during periods of infrequent trading of an illiquid security.
How the Fund strives to manage it: The Fund limits exposure to illiquid securities to no more than 15% of its net assets.
Derivatives risk
Derivatives risk is the possibility that a fund may experience a significant loss if it employs a derivatives strategy (including a strategy involving swaps such as interest rate swaps, index swaps, and credit default swaps) related to a security or a securities index and that security or index moves in the opposite direction from what the portfolio manager had anticipated. Another risk of derivative transactions is the creditworthiness of the counterparty because the transaction depends on the willingness and ability of the counterparty to fulfill its contractual obligations. Derivatives also involve additional expenses, which could reduce any benefit or increase any loss to a fund from using the strategy.
How the Fund strives to manage it: We will use derivatives for defensive purposes, such as to protect gains or hedge against potential losses in the portfolio without actually selling a security, to neutralize the impact of interest rate changes, to increase diversification, or to earn additional income.
Currency risk
Currency risk is the risk that the value of a fund's investments may be negatively affected by changes in foreign currency exchange rates. Adverse changes in exchange rates may reduce or eliminate any gains produced by investments that are denominated in foreign currencies and may increase any losses.
How the Fund strives to manage it: The Fund, which has exposure to global and international investments, may be affected by changes in currency rates and exchange control regulations and may incur costs in connection with conversions between currencies. To hedge this currency risk associated with investments in non-U.S.-dollar-denominated securities, we may invest in forward foreign currency contracts. These activities pose special risks that do not typically arise in connection with investments in U.S. securities. In addition, we may engage in foreign currency options and futures transactions.
Foreign risk
Foreign risk is the risk that foreign securities may be adversely affected by political instability, changes in currency exchange rates, foreign economic or government conditions, increased transaction costs, or inadequate regulatory and accounting standards.
How the Fund strives to manage it: We attempt to reduce the risks presented by such investments by conducting world-wide fundamental research, including country visits. In addition, we monitor current economic and market conditions and trends, the political and regulatory environment, and the value of currencies in different countries in an effort to identify the most attractive countries and securities. Additionally, when currencies appear significantly overvalued compared to average real exchange rates, we may hedge exposure to those currencies for defensive purposes.
Emerging markets risk
Emerging markets risk is the possibility that the risks associated with international investing will be greater in emerging markets than in more developed foreign markets because, among other things, emerging markets may have less stable political and economic environments. In addition, in many emerging markets there is substantially less publicly available information about issuers and the information that is available tends to be of a lesser quality. Economic markets and structures tend to be less mature and diverse and the securities markets, which are subject to less government regulation or supervision, may also be smaller, less liquid, and subject to greater price volatility.
How the Fund strives to manage it: The Fund may invest a portion of its assets in securities of issuers located in emerging markets. We cannot eliminate these risks but will attempt to reduce these risks through portfolio diversification, credit analysis, and attention to trends in the economy, industries and financial markets, and other relevant factors. The Fund will limit investments in emerging markets, in the aggregate, to no more than 10% of its net assets.
Foreign government securities risk
Foreign government securities risk involves the ability of a foreign government or government-related issuer to make timely principal and interest payments on its external debt obligations. This ability to make payments will be strongly influenced by the issuer's balance of payments, including export performance, its access to international credits and investments, fluctuations in interest rates, and the extent of its foreign reserves.
How the Fund strives to manage it: The Fund attempts to reduce the risks associated with investing in foreign governments by limiting the portion of its assets that may be invested in such securities. The Fund will not invest more than 30% of its net assets in foreign securities.
Government and regulatory risks
Governments or regulatory authorities have, from time to time, taken or considered actions that could adversely affect various sectors of the securities markets. Government involvement in the private sector may, in some cases, include government investment in, or ownership of, companies in certain commercial business sectors; wage and price controls; or imposition of trade barriers and other protectionist measures. For example, an economic or political crisis may lead to price controls, forced mergers of companies, expropriation, the creation of government monopolies, or other measures that could be detrimental to the investments of a fund.
How the Fund strives to manage them: We evaluate the economic and political climate in the U.S. before selecting securities for the Fund. We typically diversify the Fund's assets among a number of different securities in a variety of sectors in order to minimize the impact to the Fund of any legislative or regulatory development affecting particular issuers, or market sectors.
Bank loans and other direct indebtedness risk
Bank loans and other direct indebtedness risk is the risk that a fund will not receive payment of principal, interest and other amounts due in connection with these investments and will depend primarily on the financial condition of the borrower. Loans that are fully secured offer a fund more protection than unsecured loans in the event of nonpayment of scheduled interest or principal, although there is no assurance that the liquidation of collateral from a secured loan would satisfy the corporate borrower's obligation, or that the collateral can be liquidated. Some loans or claims may be in default at the time of purchase. Certain of the loans and the other direct indebtedness acquired by a fund may involve revolving credit facilities or other standby financing commitments, which obligate a fund to pay additional cash on a certain date or on demand. These commitments may require a fund to increase its investment in a company at a time when that fund might not otherwise decide to do so (including at a time when the company's financial condition makes it unlikely that such amounts will be repaid). To the extent that a fund is committed to advance additional funds, it will at all times hold and maintain cash or other high-grade debt obligations in an amount sufficient to meet such commitments.
As a fund may be required to rely upon another lending institution to collect and pass on to the fund amounts payable with respect to the loan and to enforce the fund's rights under the loan and other direct indebtedness, an insolvency, bankruptcy or reorganization of the lending institution may delay or prevent the fund from receiving such amounts. The highly leveraged nature of many such loans and other direct indebtedness may make such loans and other direct indebtedness especially vulnerable to adverse changes in economic or market conditions. Investments in such loans and other direct indebtedness may involve additional risk to the fund.
How the Fund strives to manage it: These risks may not be completely eliminated, but we will attempt to reduce them through portfolio diversification, credit analysis, and attention to trends in the economy, industries, and financial markets. Should we determine that any of these securities may be illiquid, they would be subject to the Fund's restriction on illiquid securities.
Counterparty risk
If a fund enters into a derivative contract (such as a swap, futures, or options contract) or a repurchase agreement, it will be subject to the risk that the counterparty to such a contract or agreement may fail to perform its obligations under the contract or agreement due to financial difficulties (such as a bankruptcy or reorganization). As a result, the fund may experience significant delays in obtaining any recovery, may obtain only a limited recovery, or may obtain no recovery at all.
How the Fund strives to manage it: The Fund tries to minimize this risk by considering the creditworthiness of all parties before it enters into transactions with them. The Fund will hold collateral from counterparties consistent with applicable regulations.
Zero coupon and pay-in-kind bonds
Zero coupon and pay-in-kind (PIK) bonds are generally considered to be more interest sensitive than income-bearing bonds, to be more speculative than interest-bearing bonds, and to have certain tax consequences that could, under certain circumstances, be adverse to a fund. For example, a fund accrues, and is required to distribute to shareholders, income on its zero coupon bonds. However, a fund may not receive the cash associated with this income until the bonds are sold or mature. If a fund does not have sufficient cash to make the required distribution of accrued income, the Fund could be required to sell other securities in its portfolio or to borrow to generate the cash required.
How the Fund strives to manage it: The Fund may invest in zero coupon and PIK bonds to the extent consistent with its investment objective. We cannot eliminate the risks of zero coupon bonds, but we do try to address them by monitoring economic conditions, especially interest rate trends and their potential impact on the Fund.
Valuation risk
A less liquid secondary market as described above can make it more difficult for a fund to obtain precise valuations of the high yield securities in its portfolio. During periods of reduced liquidity, judgment plays a greater role in valuing high yield securities.
How the Fund strives to manage it: We will strive to manage this risk by carefully evaluating individual bonds and by limiting the amount of the Fund's assets that can be allocated to privately placed high yield securities.
High yield corporate bond risk
High yield corporate bonds (commonly known as junk bonds), while generally having higher yields, are subject to reduced creditworthiness of issuers, increased risks of default, and a more limited and less liquid secondary market than higher-rated securities. These securities are subject to greater price volatility and risk of loss of income and principal than are higher rated securities. Lower rated and unrated fixed income securities tend to reflect short-term corporate and market developments to a greater extent than higher rated fixed income securities, which react primarily to fluctuations in the general level of interest rates. Fixed income securities of this type are considered to be of poor standing and primarily speculative. Such securities are subject to a substantial degree of credit risk.
How the Fund strives to manage it: The Fund limits investments in high yield corporate bonds to 20% of its net assets. The Manager also attempts to reduce the risk associated with investment in high yield debt securities through portfolio diversification, credit analysis, and attention to trends in the economy, industries, and financial markets.
Disclosure of portfolio holdings information
A description of the Fund's policies and procedures with respect to the disclosure of its portfolio securities is available in the SAI.
Delaware Management Company (Manager) is a series of Delaware Management Business Trust, which is a subsidiary of Delaware Management Holdings, Inc. (DMHI). DMHI is a wholly owned subsidiary of Macquarie Group Ltd. The Manager makes investment decisions for the Fund, manages the Fund's business affairs, and provides daily administrative services. For its services to the Fund, the Manager was paid aggregate fees, net of fee waivers, of 0.47% of the Fund's average daily net assets during the last fiscal year.
Voluntary waivers. The Manager is voluntarily waiving its investment advisory fees and/or paying expenses (excluding any 12b-1 plan and certain other expenses) to the extent necessary to prevent total annual fund operating expenses from exceeding 0.70% of the Fund's average daily net assets from April 29, 2011 until such time as the voluntary waiver is discontinued. After giving effect to the Manager's voluntary waivers, the total net annual funds operating expense is 0.70%. The Manager's voluntary waivers and/or reimbursements may be discontinued at any time because they are voluntary.
The Fund's investment advisory contract is still in its initial two-year term. A discussion of the basis for the Board's approval of the investment advisory contract is available in the Fund's annual report to shareholders for the period ended December 31, 2009.
Paul Grillo and Roger Early have day-to-day responsibilities for making investment decisions for the Fund.
Paul Grillo, CFA,
Senior Vice President, Co-Chief Investment Officer — Total Return Fixed Income Strategy
Paul Grillo is a member of the firm's taxable fixed income portfolio management team with primary responsibility for portfolio
construction and strategic asset allocation. He is also a member of the firm's asset allocation committee, which is responsible
for building and managing multi-asset class portfolios. He joined Delaware Investments in 1992 as a mortgage-backed and asset-backed
securities analyst, assuming portfolio management responsibilities in the mid-1990s. Grillo serves as co-lead portfolio manager
for the firm's Diversified Income products and has been influential in the growth and distribution of the firm's multisector
strategies. Prior to joining Delaware Investments, Grillo served as a mortgage strategist and trader at Dreyfus Corporation.
He also worked as a mortgage strategist and portfolio manager at Chemical Investment Group and as a financial analyst at Chemical
Bank. Grillo holds a bachelor's degree in business management from North Carolina State University and an MBA with a concentration
in finance from Pace University.
Roger A. Early, CPA, CFA, CFP,
Senior Vice President, Co-Chief Investment Officer — Total Return Fixed Income Strategy
Roger A. Early rejoined Delaware Investments in March 2007 as a member of the firm's taxable fixed income portfolio management
team, with primary responsibility for portfolio construction and strategic asset allocation. During his previous time at the
firm, from 1994 to 2001, he was a senior portfolio manager in the same area, and he left Delaware Investments as head of its
U.S. investment grade fixed income group. In recent years, Early was a senior portfolio manager at Chartwell Investment Partners
and Rittenhouse Financial and served as the chief investment officer for fixed income at Turner Investments. Prior to joining
Delaware Investments in 1994, he worked for more than 10 years at Federated Investors where he managed more than $25 billion
in mutual fund and institutional portfolios in the short-term and investment grade markets. He left the firm as head of institutional
fixed income management. Earlier in his career, he held management positions with the Federal Reserve Bank, PNC Financial,
Touche Ross, and Rockwell International. Early earned his bachelor's degree in economics from The Wharton School of the University
of Pennsylvania and an MBA with concentrations in finance and accounting from the University of Pittsburgh. He is a member
of the CFA Society of Philadelphia.
The SAI provides additional information about the portfolio managers' compensation, other accounts managed by the portfolio managers, and the portfolio managers' ownership of Fund shares.
The Fund and the Manager have received an exemptive order from the U.S. Securities and Exchange Commission (SEC) to operate under a manager of managers structure that permits the Manager, with the approval of the Board, to appoint and replace sub-advisors, enter into sub-advisory agreements, and materially amend and terminate sub-advisory agreements on behalf of the Fund without shareholder approval (Manager of Managers Structure). Under the Manager of Managers Structure, the Manager has ultimate responsibility, subject to oversight by the Fund's Board, for overseeing the Fund's sub-advisors and recommending to the Board their hiring, termination, or replacement. The SEC order does not apply to any sub-advisor that is affiliated with the Fund or the Manager. While the Manager does not currently expect to use the Manager of Managers Structure with respect to the Fund, the Manager may, in the future, recommend to the Fund's Board the establishment of the Manager of Managers Structure by recommending the hiring of one or more sub-advisors to manage all or a portion of the Fund's portfolio.
The Manager of Managers Structure enables the Fund to operate with greater efficiency and without incurring the expense and delays associated with obtaining shareholder approvals for matters relating to sub-advisors or sub-advisory agreements. The Manager of Managers Structure does not permit an increase in the overall management and advisory fees payable by the Fund without shareholder approval. Shareholders will be notified of any changes made to sub-advisors or sub-advisory agreements within 90 days of the changes.
Board of trustees: A mutual fund is governed by a board of trustees, which has oversight responsibility for the management of the fund's business affairs. Trustees establish procedures and oversee and review the performance of the fund's service providers. The Fund relies on certain exemptive rules adopted by the SEC that require the board of trustees to be composed of a majority of trustees independent of a fund's investment manager and distributor.
Investment manager: An investment manager is a company responsible for selecting portfolio investments consistent with the objective and policies stated in the mutual fund's prospectus. A written contract between a mutual fund and its investment manager specifies the services the investment manager performs and the fee the manager is entitled to receive.
Portfolio managers: Portfolio managers make investment decisions for individual portfolios.
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Distributor: Most mutual funds continuously offer new shares to the public through distributors that are regulated as broker/dealers and are subject to the Financial Industry Regulatory Authority (FINRA) rules governing mutual fund sales practices.
Service agent: Mutual fund companies employ service agents (sometimes called transfer agents) to maintain records of shareholder accounts, calculate and disburse dividends and capital gains, and prepare and mail shareholder statements and tax information, among other functions. Many service agents also provide customer service to shareholders.
Custodian: Mutual funds are legally required to protect their portfolio securities, and most funds place them with a qualified bank custodian that segregates fund securities from other bank assets.
Financial advisors: Financial advisors provide advice to their clients. They are associated with securities broker/dealers who have entered into selling and/or service arrangements with the distributor. Selling broker/dealers and financial advisors are compensated for their services generally through sales commissions, and through 12b-1 fees and/or service fees deducted from a fund's assets.
Shareholders: Mutual fund shareholders have specific voting rights on matters such as material changes in the terms of a fund's management contract and changes to fundamental investment policies.
You can choose from a number of share classes for the Fund. Because each share class has a different combination of sales charges, fees, and other features, you should consult your financial advisor to determine which class best suits your investment goals and time frame. Delaware Management Trust Company will not accept applications to open new 403(b) custodial accounts or contributions into existing 403(b) custodial accounts .
Class A
Class A shares have an up-front sales charge of up to 2.75% that you pay when you buy the shares.
If you invest $100,000 or more, your front-end sales charge will be reduced.
You may qualify for other reduced sales charges and, under certain circumstances, the sales charge may be waived, as described in "How to reduce your sales charge" below.
Class A shares are also subject to an annual 12b-1 fee no greater than 0.30% (currently limited to 0.15%) of average daily net assets, which is lower than the 12b-1 fee for Class C, and Class R shares. See "Dealer compensation" below for further information.
Class A shares generally are not subject to a CDSC except in the limited circumstances described in the table below.
Class A shares generally are not available for purchase by anyone qualified to purchase Class R shares, except as described below.
Class A sales charges
The table below details your sales charges on purchases of Class A shares. The offering price for Class A shares includes the front-end sales charge. The sales charge as a percentage of the net amount invested is the maximum percentage of the amount invested rounded to the nearest hundredth. The actual sales charge that you pay as a percentage of the offering price and as a percentage of the net amount invested will vary depending on the then-current NAV, the percentage rate of the sales charge, and rounding.
Amount of purchase | Sales charge as a % of offering price | Sales charge as a % of net amount invested | ||
Less than $100,000 | 2.75% | 3.23% | ||
$100,000 but less than $250,000 | 2.00% | 2.44% | ||
$250,000 but less than $1 million | 1.00% | 1.34% | ||
$1 million or more | none* | none* |
* There is no front-end sales charge when you purchase $1 million or more of Class A shares. However, if the Distributor paid your financial advisor a commission on your purchase of $1 million or more of Class A shares, you will have to pay a limited contingent deferred sales charge (Limited CDSC) of 0.75% if you redeem these shares within the first year after your purchase, unless a specific waiver of the Limited CDSC applies. The Limited CDSC will be paid to the Distributor and will be assessed on an amount equal to the lesser of: (1) the NAV at the time the Class A shares being redeemed were purchased; or (2) the NAV of such Class A shares at the time of redemption. For purposes of this formula, the "NAV at the time of purchase" will be the NAV at purchase of the Class A shares even if those shares are later exchanged for shares of another Delaware Investments ® Fund and, in the event of an exchange of Class A shares, the "NAV of such shares at the time of redemption" will be the NAV of the shares acquired in the exchange. In determining whether a Limited CDSC is payable, it will be assumed that shares not subject to the Limited CDSC are the first redeemed followed by other shares held for the longest period of time. See "Dealer compensation" below for a description of the dealer commission that is paid.
Class B
As of May 31, 2007, no new or subsequent investments, including investments through automatic investment plans and by qualified retirement plans (such as 401(k) or 457 plans), are allowed in the Fund's Class B shares, except through a reinvestment of dividends or capital gains or permitted exchanges. Existing shareholders of Class B shares may continue to hold their Class B shares, reinvest dividends into Class B shares, and exchange their Class B shares of one Delaware Investments ® Fund for Class B shares of another Fund, as permitted by existing exchange privileges. Existing Class B shareholders wishing to make subsequent purchases in the Fund's shares will be permitted to invest in other classes of the Fund, subject to that class's pricing structure and eligibility requirements, if any.
For Class B shares outstanding as of May 31, 2007, and Class B shares acquired upon reinvestment of dividends or capital gains, all Class B share attributes, including the CDSC schedules, conversion to Class A schedule, and distribution and service (12b-1) fees, will continue in their current form. In addition, because the Fund's or its Distributor's ability to assess certain sales charges and fees is dependent on the sale of new shares, the termination of new purchases of Class B shares could ultimately lead to the elimination and/or reduction of such sales charges and fees. The Fund may not be able to provide shareholders with advance notice of the reduction in these sales charges and fees. You will be notified via a Prospectus supplement if there are any changes to any attributes, sales charges, or fees.
Class B shares have no up-front sales charge, so the full amount of your purchase is invested in the Fund. However, you will pay a CDSC if you redeem your shares within three years after you buy them.
If you redeem Class B shares during the first year after you buy them, the shares will be subject to a CDSC of 2.00%. The CDSC is 1.00% during the second and third years, and 0% thereafter.
In determining whether the CDSC applies to a redemption of Class B shares, it will be assumed that shares held for more than three years are redeemed first, followed by shares acquired through the reinvestment of dividends or distributions, and finally by shares held longest during the three-year period. For further information on how the CDSC is determined, please see "Calculation of contingent deferred sales charges — Class B and Class C" below.
Under certain circumstances, the CDSC may be waived; please see "Waivers of contingent deferred sales charges" below for further information.
For approximately five years after you buy your Class B shares, they are subject to an annual 12b-1 fee no greater than 1.00% of average daily net assets (of which 0.25% is a service fee) paid to the Distributor, dealers, or others for providing services and maintaining shareholder accounts.
Because of their higher 12b-1 fee, Class B shares have higher expenses and any dividends paid on these shares are generally lower than dividends on Class A and Class R shares.
Approximately five years after you buy them, Class B shares automatically convert to Class A shares with a 12b-1 fee of no more than 0.30%. Conversion may occur as late as three months after the fifth anniversary of purchase, during which time Class B's higher 12b-1 fee applies.
Class C
Class C shares have no up-front sales charge, so the full amount of your purchase is invested in the Fund. However, you will pay a CDSC of 1.00% if you redeem your shares within 12 months after you buy them.
In determining whether the CDSC applies to a redemption of Class C shares, it will be assumed that shares held for more than 12 months are redeemed first, followed by shares acquired through the reinvestment of dividends or distributions, and finally by shares held for 12 months or less. For further information on how the CDSC is determined, please see "Calculation of contingent deferred sales charges — Class B and Class C" below.
Under certain circumstances, the CDSC may be waived; please see "Waivers of contingent deferred sales charges" below for further information.
Class C shares are subject to an annual 12b-1 fee no greater than 1.00% of average daily net assets (of which 0.25% is a service fee) paid to the Distributor, dealers, or others for providing services and maintaining shareholder accounts.
Because of their higher 12b-1 fee, Class C shares have higher expenses and any dividends paid on these shares are generally lower than dividends on Class A and Class R shares.
Class C shares do not automatically convert to another class.
You may purchase only up to $1 million of Class C shares at any one time. Orders that exceed $1 million will be rejected. The limitation on maximum purchases varies for retirement plans.
Class R
Class R shares have no up-front sales charge, so the full amount of your purchase is invested in the Fund. Class R shares are not subject to a CDSC.
Class R shares are subject to an annual 12b-1 fee no greater than 0.60% (currently limited to 0.50%) of average daily net assets, which is lower than the 12b-1 fee for Class C shares.
Because of the higher 12b-1 fee, Class R shares have higher expenses and any dividends paid on these shares are generally lower than dividends paid on Class A shares.
Class R shares do not automatically convert to another class.
Class R shares generally are available only to: (i) qualified and nonqualified plan shareholders covering multiple employees (including 401(k), 401(a), 457, and noncustodial 403(b) plans, as well as other nonqualified deferred compensation plans) with assets (at the time shares are considered for purchase) of $10 million or less; and (ii) individual retirement account (IRA) rollovers from plans that were previously maintained on the Delaware Investments ® retirement recordkeeping system or BISYS's retirement recordkeeping system that are offering Class R shares to participants.
Except as noted above, no other IRAs are eligible for Class R shares (for example, no traditional IRAs, Roth IRAs, SIMPLE IRAs, SEPs, SARSEPs, etc.). For purposes of determining plan asset levels, affiliated plans may be combined at the request of the plan sponsor.
Any account holding Class A shares as of June 2, 2003 (the date Class R shares were made available) continues to be eligible to purchase Class A shares after that date. Any account holding Class R shares is not eligible to purchase Class A shares.
Each share class may be eligible for purchase through programs sponsored by financial intermediaries that require the purchase of a specific class of shares.
Each share class of the Fund has adopted a separate 12b-1 plan that allows it to pay distribution fees for the sale and distribution of its shares. Because these fees are paid out of the Fund's assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges.
Calculation of contingent deferred sales charges — Class B and Class C
CDSCs are charged as a percentage of the dollar amount subject to the CDSC. The charge will be assessed on an amount equal
to the lesser of the NAV at the time the shares being redeemed were purchased or the NAV of those shares at the time of redemption.
No CDSC will be imposed on increases in NAV above the initial purchase price, nor will a CDSC be assessed on redemptions of
shares acquired through reinvestment of dividends or capital gains distributions. For purposes of this formula, the "NAV at
the time of purchase" will be the NAV at purchase of Class B shares or Class C shares of the Fund, even if those shares are
later exchanged for shares of another Delaware Investments
®
Fund. In the event of an exchange of the shares, the "NAV of such shares at the time of redemption" will be the NAV of the
shares that were acquired in the exchange.
The financial advisor that sells you shares of the Fund may be eligible to receive the following amounts as compensation for your investment in the Fund. These amounts are paid by the Distributor to the securities dealer with whom your financial advisor is associated.
Class A 1 | Class B 2 | Class C 3 | Class R 4 | |
Commission (%) | — | 2.00% | 1.00% | — |
Investment less than $100,000 | 2.35% | — | — | — |
$100,000 but less than $250,000 | 1.75% | — | — | — |
$250,000 but less than $5 million | 0.75% | — | — | — |
$5 million but less than $25 million | 0.50% | — | — | — |
$25 million or more | 0.25% | — | — | — |
12b-1 fee to dealer | 0.30% | 0.15% | 1.00% | 0.60% |
1
On sales of Class A shares, the Distributor reallows to your securities dealer a portion of the front-end sales charge depending
upon the amount you invested. Your securities dealer may be eligible to receive a 12b-1 fee of up to 0.30% from the date of
purchase. However, the Distributor has voluntarily agreed to limit this amount to 0.15% from April 29, 2011 through April
29, 2012.
2
On sales of Class B shares, the Distributor may pay your securities dealer an up-front commission of 2.00%. Your securities
dealer may be eligible to receive a 12b-1 service fee of up to 0.25% from the date of purchase. After approximately five years,
Class B shares automatically convert to Class A shares and dealers may then be eligible to receive the 0.30% 12b-1 fee applicable
to Class A shares.
3
On sales of Class C shares, the Distributor may pay your securities dealer an up-front commission of 1.00%. The up-front
commission includes an advance of the first year's 12b-1 service fee of up to 0.25%. During the first 12 months, the Distributor
retains the full 1.00% 12b-1 fee to partially offset the up-front commission and the prepaid 0.25% service fee advanced at
the time of purchase. Starting in the 13th month, your securities dealer may be eligible to receive the full 1.00% 12b-1 fee
applicable to Class C. Alternatively, certain intermediaries may not be eligible to receive the up-front commission of 1.00%,
but may receive the 12b-1 fee for Class C shares from the date of purchase.
4
On sales of Class R shares, the Distributor does not pay your securities dealer an up-front commission. Your securities dealer
may be eligible to receive a 12b-1 fee of up to 0.60% from the date of purchase. However, the Distributor has contracted to
limit this amount to 0.50% from April 29, 2011 through April 29, 2012.
The Distributor and its affiliates may pay additional compensation (at their own expense and not as an expense of the Fund) to certain affiliated or unaffiliated brokers, dealers, or other financial intermediaries (Financial Intermediaries) in connection with the sale or retention of Fund shares and/or shareholder servicing, including providing the Fund with "shelf space" or a higher profile with the Financial Intermediaries' consultants, salespersons, and customers (distribution assistance). The level of payments made to a qualifying Financial Intermediary in any given year will vary. To the extent permitted by SEC and FINRA rules and other applicable laws and regulations, the Distributor may pay, or allow its affiliates to pay, other promotional incentives or payments to Financial Intermediaries.
If a mutual fund sponsor or distributor makes greater payments for distribution assistance to your Financial Intermediary with respect to distribution of shares of that particular mutual fund than sponsors or distributors of other mutual funds make to your Financial Intermediary with respect to the distribution of the shares of their mutual funds, your Financial Intermediary and its salespersons may have a financial incentive to favor sales of shares of the mutual fund making the higher payments over shares of other mutual funds or over other investment options. In addition, depending on the arrangements in place at any particular time, a Financial Intermediary may also have a financial incentive for recommending a particular share class over other share classes. You should consult with your Financial Intermediary and review carefully any disclosure provided by such Financial Intermediary as to compensation it receives in connection with investment products it recommends or sells to you. In certain instances, the payments could be significant and may cause a conflict of interest for your Financial Intermediary. Any such payments will not change the NAV or the price of the Fund's shares.
For more information, please see the SAI.
How to reduce your sales charge
We offer a number of ways to reduce or eliminate the sales charge on shares. Please refer to the SAI for detailed information and eligibility requirements. You can also get additional information from your financial advisor. You or your financial advisor must notify us at the time you purchase shares if you are eligible for any of these programs. You may also need to provide information to your financial advisor or the Fund in order to qualify for a reduction in sales charges. Such information may include your Delaware Investments ® Funds holdings in any other accounts, including retirement accounts, held indirectly or through an intermediary, and the names of qualifying family members and their holdings. Class R shares have no up-front sales charge or CDSC. We reserve the right to determine whether any purchase is entitled, by virtue of the foregoing, to the reduced sales charge.
Letter of intent
Through a letter of intent you agree to invest a certain amount in Delaware Investments ® Funds (except money market funds with no sales charge) over a 13-month period to qualify for reduced front-end sales charges.
Rights of accumulation
You can combine your holdings or purchases of all Delaware Investments ® Funds (except money market funds with no sales charge), as well as the holdings and purchases of your spouse and children under 21 to qualify for reduced front-end sales charges.
Class A | Class B | Class C |
Available | Although the rights of accumulation do not apply to the purchase of Class B shares acquired upon reinvestment of dividends or capital gains, you can combine the value of your Class B shares purchased on or before May 31, 2007 with your purchase of Class A shares to qualify for rights of accumulation. | Although the rights of accumulation do not apply to the purchase of Class C shares, you can combine your purchase of Class A shares with your purchase of Class C shares to fulfill your rights of accumulation. |
Reinvestment of redeemed shares
Up to 12 months after you redeem shares, you can reinvest the proceeds without paying a sales charge.
Class A | Class B and Class C | |
You will not have to pay an additional front-end sales charge. | Not available |
SIMPLE IRA, SEP, SARSEP, 401(k), SIMPLE 401(k), Profit Sharing, Money Purchase,
403(b)(7), and 457 Retirement Plans
These investment plans may qualify for reduced sales charges by combining the purchases of all members of the group. Members of these groups may also qualify to purchase shares without a front-end sales charge and may qualify for a waiver of any CDSCs on Class A shares.
Class A | Class B and Class C | ||
You will not have to pay an additional front-end sales charge. | Not available |
Buying Class A shares at net asset value
Class A shares of the Fund may be purchased at NAV under the following circumstances, provided that you notify the Fund in advance that the trade qualifies for this privilege. The Fund reserves the right to modify or terminate these arrangements at any time.
Shares purchased under the Delaware Investments ® dividend reinvestment plan and, under certain circumstances, the exchange privilege and the 12-month reinvestment privilege.
Purchases by: (i) current and former officers, Trustees/Directors, and employees of any Delaware Investments ® Fund, the Manager, or any of the Manager's current affiliates and those that may in the future be created; (ii) legal counsel to the Delaware Investments ® Funds; and (iii) registered representatives and employees of broker/dealers who have entered into dealer's agreements with the Distributor. At the direction of such persons, their family members (regardless of age), and any employee benefit plan established by any of the foregoing entities, counsel, or broker/dealers may also purchase shares at NAV.
Shareholders who own Class A shares of Delaware Cash Reserve ® Fund as a result of a liquidation of a Delaware Investments ® Fund may exchange into Class A shares of another Delaware Investments ® Fund at NAV.
Purchases by bank employees who provide services in connection with agreements between the bank and unaffiliated brokers or dealers concerning sales of shares of the Delaware Investments ® Funds.
Purchases by certain officers, trustees, and key employees of institutional clients of the Manager or any of its affiliates.
Purchases for the benefit of the clients of brokers, dealers, and registered investment advisors if such brokers, dealers, or investment advisors have entered into an agreement with the Distributor providing specifically for the purchase of Class A shares in connection with special investment products, such as wrap accounts or similar fee-based programs. Investors may be charged a fee when effecting transactions in Class A shares through a broker or agent that offers these special investment products.
Purchases by financial institutions investing for the accounts of their trust customers if they are not eligible to purchase shares of the Fund's Institutional Class, if applicable.
Purchases by retirement plans that are maintained on retirement platforms sponsored by financial intermediary firms, provided the financial intermediary firms have entered into a Class A NAV agreement with respect to such retirement platforms.
Purchases by certain legacy bank-sponsored retirement plans that meet requirements set forth in the SAI.
Purchases by certain legacy retirement assets that meet requirements set forth in the SAI.
Investments made by plan level and/or participant retirement accounts that are for the purpose of repaying a loan taken from such accounts.
Purchases by certain participants in defined contribution plans and their spouses whose plan assets will be rolled over into Foundation ® IRA accounts.
Purchases by certain participants of particular group retirement plans as described in the SAI.
Loan repayments made to a Fund account in connection with loans originated from accounts previously maintained by another investment firm.
Waivers of contingent deferred sales charges
Certain sales charges may be based on historical cost. Therefore, you should maintain any records that substantiate these costs because the Fund, its transfer agent, and financial intermediaries may not maintain this information. Information about existing sales charges and sales charge reductions and waivers is available free of charge on the Delaware Investments ® Funds' web site at www.delawareinvestments.com. Additional information on sales charges can be found in the SAI, which is available upon request.
The Fund's applicable CDSCs may be waived under the following circumstances:
Redemptions in accordance with a systematic withdrawal plan
Redemptions in accordance with a systematic withdrawal plan, provided the annual amount selected to be withdrawn under the plan does not exceed 12% of the value of the account on the date that the systematic withdrawal plan was established or modified.
Classes A 1 , B, and C |
Available |
Redemptions that result from the right to liquidate a shareholder's account
Redemptions that result from the right to liquidate a shareholder's account if the aggregate NAV of the shares held in the account is less than the then-effective minimum account size.
Classes A 1 , B, and C |
Available |
Section 401(a) qualified retirement plan distributions
Distributions to participants or beneficiaries from a retirement plan qualified under Section 401(a) of the Internal Revenue Code of 1986, as amended (Code).
Class A 1 | Classes B and C |
Available | Not available |
Section 401(a) qualified retirement plan redemptions
Redemptions pursuant to the direction of a participant or beneficiary of a retirement plan qualified under Section 401(a) of the Code with respect to that retirement plan.
Class A 1 | Classes B and C |
Available | Not available |
Periodic distributions from an individual retirement account
Periodic distributions from an individual retirement account (traditional IRA, Roth IRA, SIMPLE IRA, SEP, SARSEP, Coverdell ESA) or a qualified plan 2 (401(k), SIMPLE 401(k), Profit Sharing, Money Purchase, 403(b)(7), and 457 Retirement Plans) not subject to a penalty under Section 72(t)(2)(A) of the Code or a hardship or unforeseen emergency provision in the qualified plan as described in Treas. Reg. §1.401(k)-1(d)(3) and Section 457(d)(1)(A)(iii) of the Code.
Classes A 1 , B, and C |
Available |
Returns of excess contributions due to any regulatory limit
Returns of excess contributions due to any regulatory limit from an individual retirement account (traditional IRA, Roth IRA, SIMPLE IRA, SEP, SARSEP, Coverdell ESA) or a qualified plan 2 (401(k), SIMPLE 401(k), Profit Sharing, Money Purchase, 403(b)(7), and 457 Retirement Plans).
Classes A 1 , B, and C |
Available |
Distributions by other employee benefit plans
Distributions by other employee benefit plans to pay benefits.
Class A 1 | Classes B and C |
Available | Not available |
Systematic withdrawals from a retirement account or qualified plan
Systematic withdrawals from a retirement account or qualified plan that are not subject to a penalty pursuant to Section 72(t)(2)(A) of the Code or a hardship or unforeseen emergency provision in the qualified plan 2 as described in Treas. Reg. §1.401(k)-1(d)(3) and Section 457(d)(1)(A)(iii) of the Code. The systematic withdrawal may be pursuant to the systematic withdrawal plan for the Delaware Investments ® Funds or a systematic withdrawal permitted by the Code.
Classes A 1 , B, and C |
Available |
Distributions from an account of a redemption resulting from death or disability
Distributions from an account of a redemption resulting from the death or disability (as defined in Section 72(t)(2)(A) of the Code) of a registered owner or a registered joint owner occurring after the purchase of the shares being redeemed. In the case of accounts established under the Uniform Gifts to Minors Act or Uniform Transfers to Minors Act or trust accounts, the waiver applies upon the death of all beneficial owners.
Classes A 1 , B, and C |
Available |
Redemptions by certain legacy retirement assets
Redemptions by certain legacy retirement assets that meet the requirements set forth in the SAI.
Class A 1 | Class B | Class C |
Available | Not available | Available |
Redemptions by the classes of shareholders who are permitted to purchase shares at NAV
Redemptions by the classes of shareholders who are permitted to purchase shares at NAV, regardless of the size of the purchase.
Class A 1 | Classes B and C |
Available | Not available |
1
The waiver of Class A shares relates to a waiver of the Limited CDSC. Please note that you or your financial advisor will
have to notify us at the time of purchase that the trade qualifies for such waiver.
2
Qualified plans that are fully redeemed at the direction of the plan's fiduciary are subject to any applicable CDSC or Limited
CDSC, unless the redemption is due to the termination of the plan.
Through your financial advisor
Your financial advisor can handle all the details of purchasing shares, including opening an account. Your financial advisor may charge a separate fee for this service.
By mail
Complete an investment slip and mail it with your check, made payable to the fund and class of shares you wish to purchase, to Delaware Investments, P.O. Box 219691, Kansas City, MO 64121-9691 or 430 W. 7th Street, Kansas City, MO 64105-1407 for investments by overnight courier service. If you are making an initial purchase by mail, you must include a completed investment application (or an appropriate retirement plan application if you are opening a retirement account) with your check.
Please note that purchase orders submitted by mail will not be accepted until such orders are received by Delaware Investments at P.O. Box 219691, Kansas City, MO 64121-9691 for investments by regular mail or 430 W. 7th Street, Kansas City, MO 64105-1407 for investments by overnight courier service. Please do not send purchase orders to 2005 Market Street, Philadelphia, PA 19103-7094.
By wire
Ask your bank to wire the amount you want to invest to The Bank of New York Mellon, ABA #021000018, bank account number 8900403748. Include your account number and the name of the fund and class of shares in which you want to invest. If you are making an initial purchase by wire, you must first call us at 800 523-1918 so we can assign you an account number.
By exchange
You may exchange all or part of your investment in one or more Delaware Investments ® Funds for shares of other Delaware Investments ® Funds. Please keep in mind, however, that under most circumstances you are allowed to exchange only between like classes of shares. To open an account by exchange, call the Shareholder Service Center at 800 523-1918.
Through automated shareholder services
You may purchase or exchange shares through Delaphone, our automated telephone service, or through our web site, www.delawareinvestments.com. For more information about how to sign up for these services, call our Shareholder Service Center at 800 523-1918.
Once you have completed an application, you can open an account with an initial investment of $1,000 and make additional investments at any time for as little as $100. The minimum initial purchase is $250, and you can make additional investments of $25 or more, if you are buying shares in an IRA or Roth IRA, under the Uniform Gifts to Minors Act or the Uniform Transfers to Minors Act, or through an Automatic Investing Plan. The minimum initial purchase for a Coverdell Education Savings Account (formerly, an "Education IRA") is $500. The minimums vary for retirement plans other than IRAs, Roth IRAs, or Coverdell Education Savings Accounts.
The price you pay for shares will depend on when we receive your purchase order. If an authorized agent or we receive your order before the close of regular trading on the NYSE, which is normally 4:00 p.m. Eastern time, you will pay that day's closing share price, which is based on the Fund's NAV. If your order is received after the close of regular trading on the NYSE, you will pay the next Business Day's price. We reserve the right to reject any purchase order.
We determine the NAV per share for each class of the Fund at the close of regular trading on the NYSE on each Business Day. The NAV per share for each class of the Fund is calculated by subtracting the liabilities of each class from its total assets and dividing the resulting number by the number of shares outstanding for that class. We generally price securities and other assets for which market quotations are readily available at their market value. For a fund that invests primarily in foreign securities, the NAV may change on days when a shareholder will not be able to purchase or redeem fund shares because foreign markets are open at times and on days when U.S. markets are not. We price fixed income securities on the basis of valuations provided to us by an independent pricing service that uses methods approved by the Board. For all other securities, we use methods approved by the Board that are designed to price securities at their fair market value.
When the Fund uses fair value pricing, it may take into account any factors it deems appropriate. The Fund may determine fair value based upon developments related to a specific security, current valuations of foreign stock indices (as reflected in U.S. futures markets), and/or U.S. sector or broad stock market indices. The price of securities used by the Fund to calculate its NAV may differ from quoted or published prices for the same securities. Fair value pricing may involve subjective judgments and it is possible that the fair value determined for a security is materially different than the value that could be realized upon the sale of that security.
The Fund anticipates using fair value pricing for securities primarily traded on U.S. exchanges only under very limited circumstances, such as the early closing of the exchange on which a security is traded or suspension of trading in the security. The Fund may use fair value pricing more frequently for securities traded primarily in non-U.S. markets because, among other things, most foreign markets close well before the Fund values its securities at 4:00 p.m. Eastern time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. To account for this, the Fund may frequently value many foreign equity securities using fair value prices based on third-party vendor modeling tools to the extent available.
The Board has delegated responsibility for valuing the Fund's assets to a Pricing Committee of the Manager, which operates under the policies and procedures approved by the Board and which is subject to the Board's oversight.
In addition to being an appropriate investment for your IRA, Roth IRA, and Coverdell Education Savings Account, the Fund may be suitable for group retirement plans. You may establish your IRA account even if you are already a participant in an employer-sponsored retirement plan. For more information on how the Fund can play an important role in your retirement planning or for details about group plans, please consult your financial advisor, or call our Shareholder Service Center at 800 523-1918.
If you have an account in the same Delaware Investments ® Fund as another member of your household, we send your household one copy of the Fund's prospectus and annual and semiannual reports unless you opt otherwise. This will help us reduce the printing and mailing expenses associated with the Fund. We will continue to send one copy of each of these documents to your household until you notify us that you wish to receive individual materials. If you wish to receive individual materials, please call our Shareholder Service Center at 800 523-1918 or your financial advisor. We will begin sending you individual copies of these documents 30 days after receiving your request.
Please note that your account may be transferred to the appropriate state if no activity occurs in the account within the time period specified by state law.
Through your financial advisor
Your financial advisor can handle all the details of redeeming your shares (selling them back to the Fund). Your financial advisor may charge a separate fee for this service.
By mail
You may redeem your shares by mail by writing to: Delaware Investments at P.O. Box 219691, Kansas City, MO 64121-9691 or 430 W. 7th Street, Kansas City, MO 64105-1407 for redemptions by overnight courier service. All owners of the account must sign the request. For redemptions of more than $100,000, you must include a signature guarantee for each owner. Signature guarantees are also required when redemption proceeds are going to an address other than the address of record on the account.
Please note that redemption orders submitted by mail will not be accepted until such orders are received by Delaware Investments at P.O. Box 219691, Kansas City, MO 64121-9691 for redemptions by regular mail or 430 W. 7th Street, Kansas City, MO 64105-1407 for redemptions by overnight courier service. Please do not send redemption requests to 2005 Market Street, Philadelphia, PA 19103-7094.
By telephone
You may redeem up to $100,000 of your shares by telephone. You may have the proceeds sent to you by check, or, if you redeem at least $1,000 of shares, you may have the proceeds sent directly to your bank by wire. If you request a wire deposit, a bank wire fee may be deducted from your proceeds. Bank information must be on file before you request a wire redemption.
By wire
You may redeem $1,000 or more of your shares and have the proceeds deposited directly to your bank account, normally the next Business Day after we receive your request. If you request a wire deposit, a bank wire fee may be deducted from your proceeds. Bank information must be on file before you request a wire redemption.
Through automated shareholder services
You may redeem shares through Delaphone, our automated telephone service, or through our web site, www.delawareinvestments.com. For more information about how to sign up for these services, call our Shareholder Service Center at 800 523-1918.
If you hold your shares in certificates, you must submit the certificates with your request to sell the shares. We recommend that you send your certificates by certified mail.
When you send us a properly completed request to redeem or exchange shares and an authorized agent or we receive the request before the close of regular trading on the NYSE (normally 4:00 p.m. Eastern time), you will receive the NAV next determined after we receive your request. If we receive your request after the close of regular trading on the NYSE, you will receive the NAV next determined on the next Business Day. We will deduct any applicable CDSCs. You may also have to pay taxes on the proceeds from your sale of shares. We will send you a check, normally the next Business Day, but no later than seven days after we receive your request to sell your shares. If you purchased your shares by check, we will wait until your check has cleared, which can take up to 15 days, before we send your redemption proceeds.
If you are required to pay a CDSC when you redeem your shares, the amount subject to the fee will be based on the shares' NAV when you purchased them or their NAV when you redeem them, whichever is less. This arrangement ensures that you will not pay a CDSC on any increase in the value of your shares. You also will not pay the charge on any shares acquired by reinvesting dividends or capital gains. If you exchange shares of one fund for shares of another, you do not pay a CDSC at the time of the exchange. If you later redeem those shares, the purchase price for purposes of the CDSC formula will be the price you paid for the original shares, not the exchange price. The redemption price for purposes of this formula will be the NAV of the shares you are actually redeeming.
Redemptions-in-kind
The Fund has reserved the right to pay for redemptions with portfolio securities under certain conditions. See the SAI for more information on redemptions-in-kind.
If you redeem shares and your account balance falls below the required account minimum of $1,000 ($250 for IRAs, Roth IRAs, Uniform Gifts to Minors Act and Uniform Transfers to Minors Act accounts, or accounts with automatic investing plans, and $500 for Coverdell Education Savings Accounts) for three or more consecutive months, you will have until the end of the current calendar quarter to raise the balance to the minimum. If your account is not at the minimum by the required time, you may be charged a $9 fee for that quarter and each quarter after that until your account reaches the minimum balance. If your shares does not reach the minimum balance, we may redeem your account after 60 days' written notice to you.
To help make investing with us as easy as possible, and to help you build your investments, we offer the following special services.
Automatic investment plan
The automatic investment plan allows you to make regular monthly or quarterly investments directly from your checking account.
Direct deposit
With direct deposit, you can make additional investments through payroll deductions, recurring government or private payments such as Social Security, or direct transfers from your bank account.
Electronic delivery
With Delaware eDelivery, you can receive your fund documents electronically instead of via U.S. mail. When you sign up for eDelivery, you can access your account statements, shareholder reports, and other fund materials online, in a secure internet environment at any time, from anywhere.
Online account access
Online account access is a password-protected area of the Delaware Investments ® Funds' web site that gives you access to your account information and allows you to perform transactions in a secure internet environment.
Systematic exchange option
With the systematic exchange option, you can arrange automatic monthly exchanges between your shares in one or more Delaware Investments ® Funds. These exchanges are subject to the same rules as regular exchanges (see below) and require a minimum monthly exchange of $100 per fund.
Dividend reinvestment plan
Through the dividend reinvestment plan, you can have your distributions reinvested in your account or the same share class in another Delaware Investments ® Fund. The shares that you purchase through the dividend reinvestment plan are not subject to a front-end sales charge or to a CDSC. Under most circumstances, you may reinvest dividends only into like classes of shares.
Exchanges
You may generally exchange all or part of your shares for shares of the same class of another Delaware Investments ® Fund without paying a front-end sales charge or a CDSC at the time of the exchange. However, if you exchange shares from a money market fund that does not have a sales charge or from Class R shares of any fund, you will pay any applicable sales charge on your new shares. When exchanging Class B and Class C shares of one fund for the same class of shares in other funds, your new shares will be subject to the same CDSC as the shares you originally purchased. The holding period for the CDSC will also remain the same, with the amount of time you held your original shares being credited toward the holding period of your new shares. You do not pay sales charges on shares that you acquired through the reinvestment of dividends. You may have to pay taxes on your exchange. When you exchange shares, you are purchasing shares in another fund so you should be sure to get a copy of the fund's prospectus and read it carefully before buying shares through an exchange. The Fund may refuse the purchase side of any exchange request, if, in the Manager's judgment, the Fund would be unable to invest effectively in accordance with its investment objective and policies or would otherwise potentially be adversely affected.
On demand service
Through the on demand service, you or your financial advisor may transfer money between your Fund account and your predesignated bank account by telephone request. This service is not available for retirement plans. There is a minimum transfer of $25 and a maximum transfer of $100,000, except for purchases into IRAs. Delaware Investments does not charge a fee for this service; however, your bank may assess one.
Direct deposit service
Through the direct deposit service, you can have $25 or more in dividends and distributions deposited directly into your bank account. Delaware Investments does not charge a fee for this service; however, your bank may assess one. This service is not available for retirement plans.
Systematic withdrawal plan
Through the systematic withdrawal plan, you can arrange a regular monthly or quarterly payment from your account made to you or someone you designate. If the value of your account is $5,000 or more, you can make withdrawals of at least $25 monthly, or $75 quarterly. You may also have your withdrawals deposited directly to your bank account through the direct deposit service.
The applicable Limited CDSC for Class A shares and the CDSC for Class B and C shares redeemed via a systematic withdrawal plan will be waived if the annual amount withdrawn in each year is less than 12% of the account balance on the date that the plan is established. If the annual amount withdrawn in any year exceeds 12% of the account balance on the date that the systematic withdrawal plan is established, all redemptions under the plan will be subject to the applicable CDSC, including an assessment for previously redeemed amounts under the plan.
Frequent trading of Fund shares
The Fund discourages purchases by market timers and purchase orders (including the purchase side of exchange orders) by shareholders identified as market timers may be rejected. The Board has adopted policies and procedures designed to detect, deter, and prevent trading activity detrimental to the Fund and its shareholders, such as market timing. The Fund will consider anyone who follows a pattern of market timing in any Delaware Investments ® Fund or the Optimum Fund Trust to be a market timer and may consider anyone who has followed a similar pattern of market timing at an unaffiliated fund family to be a market timer.
Market timing of a fund occurs when investors make consecutive, rapid, short-term "roundtrips" — that is, purchases into a fund followed quickly by redemptions out of that fund. A short-term roundtrip is any redemption of fund shares within 20 Business Days of a purchase of that fund's shares. If you make a second such short-term roundtrip in a fund within 90 rolling calendar days as a previous short-term roundtrip in that fund, you may be considered a market timer. In determining whether market timing has occurred, the Fund will consider short-term roundtrips to include rapid purchases and sales of Fund shares through the exchange privilege. The Fund reserves the right to consider other trading patterns to be market timing.
Your ability to use the Fund's exchange privilege may be limited if you are identified as a market timer. If you are identified as a market timer, we will execute the redemption side of your exchange order but may refuse the purchase side of your exchange order. The Fund reserves the right to restrict or reject, without prior notice, any purchase order or exchange order for any reason, including any purchase order or exchange order accepted by any shareholder's financial intermediary or in any omnibus-type account. Transactions placed in violation of the Fund's market timing policy are not necessarily deemed accepted by the Fund and may be rejected by the Fund on the next Business Day following receipt by the Fund.
Redemptions will continue to be permitted in accordance with the Fund's current prospectus. A redemption of shares under these circumstances could be costly to a shareholder if, for example, the shares have declined in value, the shareholder recently paid a front-end sales charge, the shares are subject to a CDSC, or the sale results in adverse tax consequences. To avoid this risk, a shareholder should carefully monitor the purchases, sales, and exchanges of Fund shares and avoid frequent trading in Fund shares.
The Fund reserves the right to modify this policy at any time without notice, including modifications to the Fund's monitoring procedures and the procedures to close accounts to new purchases. Although the implementation of this policy involves judgments that are inherently subjective and may be selectively applied, we seek to make judgments and applications that are consistent with the interests of the Fund's shareholders. While we will take actions designed to detect and prevent market timing, there can be no assurance that such trading activity will be completely eliminated. Moreover, the Fund's market timing policy does not require the Fund to take action in response to frequent trading activity. If the Fund elects not to take any action in response to frequent trading, such frequent trading activity could continue.
Risks of market timing
By realizing profits through short-term trading, shareholders that engage in rapid purchases and sales or exchanges of the Fund's shares dilute the value of shares held by long-term shareholders. Volatility resulting from excessive purchases and sales or exchanges of Fund shares, especially involving large dollar amounts, may disrupt efficient portfolio management. In particular, the Fund may have difficulty implementing its long-term investment strategies if it is forced to maintain a higher level of its assets in cash to accommodate significant short-term trading activity. Excessive purchases and sales or exchanges of the Fund's shares may also force the Fund to sell portfolio securities at inopportune times to raise cash to accommodate short-term trading activity. This could adversely affect the Fund's performance, if, for example, the Fund incurs increased brokerage costs and realization of taxable capital gains without attaining any investment advantage.
A fund that invests significantly in foreign securities may be particularly susceptible to short-term trading strategies. This is because foreign securities are typically traded on markets that close well before the time a fund calculates its NAV (normally 4:00 p.m. Eastern time). Developments that occur between the closing of the foreign market and a fund's NAV calculation may affect the value of these foreign securities. The time zone differences among international stock markets can allow a shareholder engaging in a short-term trading strategy to exploit differences in fund share prices that are based on closing prices of foreign securities established some time before a fund calculates its own share price.
Any fund that invests in securities that are thinly traded, traded infrequently, or relatively illiquid has the risk that the securities prices used to calculate the fund's NAV may not accurately reflect current market values. A shareholder may seek to engage in short-term trading to take advantage of these pricing differences. Funds that may be adversely affected by such arbitrage include, in particular, funds that significantly invest in small-cap securities, technology, and other specific industry sector securities, and in certain fixed income securities, such as high yield bonds, asset-backed securities, or municipal bonds.
Transaction monitoring procedures
The Fund, through its transfer agent, maintains surveillance procedures designed to detect excessive or short-term trading in Fund shares. This monitoring process involves several factors, which include scrutinizing transactions in Fund shares for violations of the Fund's market timing policy or other patterns of short-term or excessive trading. For purposes of these transaction monitoring procedures, the Fund may consider trading activity by multiple accounts under common ownership, control, or influence to be trading by a single entity. Trading activity identified by these factors, or as a result of any other available information, will be evaluated to determine whether such activity might constitute market timing. These procedures may be modified from time to time to improve the detection of excessive or short-term trading or to address other concerns. Such changes may be necessary or appropriate, for example, to deal with issues specific to certain retirement plans; plan exchange limits; U.S. Department of Labor regulations; certain automated or pre-established exchange, asset-allocation, or dollar cost averaging programs; or omnibus account arrangements.
Omnibus account arrangements are common forms of holding shares of the Fund, particularly among certain broker/dealers and other financial intermediaries, including sponsors of retirement plans and variable insurance products. The Fund will attempt to have financial intermediaries apply the Fund's monitoring procedures to these omnibus accounts and to the individual participants in such accounts. However, to the extent that a financial intermediary is not able or willing to monitor or enforce the Fund's frequent trading policy with respect to an omnibus account, the Fund or its agents may require the financial intermediary to impose its frequent trading policy, rather than the Fund's policy, to shareholders investing in the Fund through the financial intermediary.
A financial intermediary may impose different requirements or have additional restrictions on the frequency of trading than the Fund. Such restrictions may include, without limitation, requiring the trades to be placed by U.S. mail, prohibiting purchases for a designated period of time (typically 30 to 90 days) by investors who have recently purchased or redeemed Fund shares, and similar restrictions. The Fund's ability to impose such restrictions with respect to accounts traded through particular financial intermediaries may vary depending on systems capabilities, applicable contractual and legal restrictions, and cooperation of those financial intermediaries.
You should consult your financial intermediary regarding the application of such restrictions and to determine whether your financial intermediary imposes any additional or different limitations. In an effort to discourage market timers in such accounts, the Fund may consider enforcement against market timers at the participant level and at the omnibus level, up to and including termination of the omnibus account's authorization to purchase Fund shares.
Limitations on ability to detect and curtail market timing
Shareholders seeking to engage in market timing may employ a variety of strategies to avoid detection and, despite the efforts of the Fund and its agents to detect market timing in Fund shares, there is no guarantee that the Fund will be able to identify these shareholders or curtail their trading practices. In particular, the Fund may not be able to detect market timing attributable to a particular investor who effects purchase, redemption, and/or exchange activity in Fund shares through omnibus accounts. The difficulty of detecting market timing may be further compounded if these entities utilize multiple tiers or omnibus accounts.
Dividends, distributions, and taxes
Dividends and distributions
The Fund intends to qualify each year as a regulated investment company under the Code. As a regulated investment company, the Fund generally pays no federal income tax on the income and gains it distributes to you. The Fund expects to declare dividends daily and distribute all of its net investment income, if any, to shareholders as dividends monthly. The Fund will distribute net realized capital gains, if any, at least annually, usually in December. The Fund may distribute such income dividends and capital gains more frequently, if necessary, in order to reduce or eliminate federal excise or income taxes on the Fund. The amount of any distribution will vary, and there is no guarantee the Fund will pay either an income dividend or a capital gains distribution. We automatically reinvest all dividends and any capital gains, unless you direct us to do otherwise.
Annual statements
Each year, the Fund will send you an annual statement (Form 1099) of your account activity to assist you in completing your federal, state and local tax returns. Distributions declared in December to shareholders of record in such month, but paid in January, are taxable as if they were paid in December. Prior to issuing your statement, the Fund makes every effort to search for reclassified income to reduce the number of corrected forms mailed to shareholders. However, when necessary, the Fund will send you a corrected Form 1099 to reflect reclassified information.
Avoid "buying a dividend"
At the time you purchase your Fund shares, the Fund's net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. For taxable investors, a subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. Buying shares in the Fund just before it declares an income dividend or capital gains distribution is sometimes known as "buying a dividend."
Tax considerations
Fund distributions. The Fund expects, based on its investment objective and strategies, that its distributions, if any, will be taxable as ordinary income, capital gains, or some combination of both. This is true whether you reinvest your distributions in additional Fund shares or receive them in cash.
For federal income tax purposes, Fund distributions of short-term capital gains are taxable to you as ordinary income. Fund distributions of long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your shares. With respect to taxable years of the Fund beginning before January 1, 2013, unless such provision is extended or made permanent, a portion of income dividends designated by the Fund may be qualified dividend income eligible for taxation by individual shareholders at long-term capital gain rates provided certain holding period requirements are met. Because the income of the Fund primarily is derived from investments earning interest rather than dividend income, generally none or only a small portion of the income dividends paid to you by the Fund is anticipated to be qualified dividend income eligible for taxation by individuals at long-term capital gain tax rates.
Sale or redemption of Fund shares . A sale or redemption of Fund shares is a taxable event and, accordingly, a capital gain or loss may be recognized. For tax purposes, an exchange of your Fund shares for shares of a different Delaware Investments® Fund is the same as a sale.
Backup withholding . By law, if you do not provide the Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. The Fund also must withhold if the Internal Revenue Service instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
State and local taxes . Fund distributions and gains from the sale or exchange of your Fund shares generally are subject to state and local taxes.
Non-U.S. Investors . Non-U.S. investors may be subject to U.S. withholding tax at a 30% or lower treaty rate and U.S. estate tax and are subject to special U.S. tax certification requirements to avoid backup withholding and claim any treaty benefits. Exemptions from U.S. withholding tax are provided for capital gain dividends paid by the Fund from long-term capital gains, if any, and, with respect to taxable years of the Fund that began before January 1, 2012 (unless such sunset date is extended or made permanent), interest-related dividends paid by the Fund from its qualified net interest income from U.S. sources and short-term capital gain dividends. However, notwithstanding such exemptions from U.S. withholding at the source, any such dividends and distributions of income and capital gains will be subject to backup withholding at a rate of 28% if you fail to properly certify that you are not a U.S. person.
This discussion of "Dividends, distributions, and taxes" is not intended or written to be used as tax advice. Because everyone's tax situation is unique, you should consult your tax professional about federal, state, local, or foreign tax consequences before making an investment in the Fund.
Certain management considerations
Investments by funds of funds and similar investment vehicles
The Fund may accept investments from funds of funds, as well as from similar investment vehicles, such as 529 Plans. A "529 Plan" is a college savings program that operates under Section 529 of the Code. From time to time, the Fund may experience large investments or redemptions due to allocations or rebalancings by these funds of funds and/or similar investment vehicles. While it is impossible to predict the overall impact of these transactions over time, there could be adverse effects on portfolio management. For example, the Fund may be required to sell securities or invest cash at times when it would not otherwise do so. These transactions could also have tax consequences if sales of securities result in gains, and could also increase transaction costs or portfolio turnover.
The financial highlights table is intended to help you understand the Fund's financial performance for the past five years.
Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate
that an investor would have earned or lost on an investment in the Fund (assuming reinvestment of all dividends and distributions).
The information for the 2010 fiscal year has been audited by PricewaterhouseCoopers LLP, an independent registered public
accounting firm, whose report, along with the Fund's financial statements, is included in the annual report, which is available
upon request by calling 800 523-1918. For the fiscal years prior to 2010, the Fund's prior independent registered public accounting
Delaware Limited-Term Diversified Income Fund
Class A Shares | 2010 | 2009 | 2008 | 2007 | Year ended Dec. 31, 2006 |
Net asset value, beginning of period | $8.880 | $8.180 | $8.340 | $8.210 | $8.270 |
Income (loss) from investment operations: | |||||
Net investment income 1 | 0.192 | 0.328 | 0.294 | 0.310 | 0.284 |
Net realized and unrealized gain (loss) on investments and foreign currencies | 0.134 | 0.710 | (0.112) | 0.199 | 0.019 |
Total from investment operations | 0.326 | 1.038 | 0.182 | 0.509 | 0.303 |
Less dividends and distributions from: | |||||
Net investment income | (0.143) | (0.338) | (0.342) | (0.379) | (0.363) |
Net realized gain on investments | (0.143) | - | - | - | - |
Total dividends and distributions | (0.286) | (0.338) | (0.342) | (0.379) | (0.363) |
Net asset value, end of period | $8.920 | $8.880 | $8.180 | $8.340 | $8.210 |
Total return 2 | 3.70% | 12.89% | 2.21% | 6.36% | 3.76% |
Ratios and supplemental data: | |||||
Net assets, end of period (000 omitted) | $1,217,992 | $958,305 | $252,563 | $177,183 | $173,362 |
Ratio of expenses to average net assets | 0.83% | 0.84% | 0.84% | 0.83% | 0.81% |
Ratio of expenses to average net assets prior to fees waived and expense paid indirectly | 0.98% | 1.04% | 1.12% | 1.12% | 1.14% |
Ratio of net investment income to average net assets | 2.14% | 3.78% | 3.55% | 3.77% | 3.46% |
Ratio of net investment income to average net assets prior to fees waived and expense paid indirectly | 1.99% | 3.58% | 3.27% | 3.48% | 3.13% |
Portfolio turnover | 411% | 287% | 351% | 236% | 276% |
1 |
The average shares outstanding method has been applied for per share information for the years ended December 31, 2010, 2009, 2008, and 2007. |
2 |
Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return during all of the periods shown reflects waivers by the manager and/or distributor. Performance would have been lower had the waivers not been in effect. |
Delaware Limited-Term Diversified Income Fund
Class B Shares | 2010 | 2009 | 2008 | 2007 | Year ended Dec. 31, 2006 |
Net asset value, beginning of period | $8.870 | $8.180 | $8.330 | $8.210 | $8.270 |
Income (loss) from investment operations: | |||||
Net investment income 1 | 0.116 | 0.255 | 0.223 | 0.240 | 0.215 |
Net realized and unrealized gain (loss) on investments and foreign currencies | 0.144 | 0.700 | (0.101) | 0.189 | 0.019 |
Total from investment operations | 0.260 | 0.955 | 0.122 | 0.429 | 0.234 |
Less dividends and distributions from: | |||||
Net investment income | (0.067) | (0.265) | (0.272) | (0.309) | (0.294) |
Net realized gain on investments | (0.143) | - | - | - | - |
Total dividends and distributions | (0.210) | (0.265) | (0.272) | (0.309) | (0.294) |
Net asset value, end of period | $8.920 | $8.870 | $8.180 | $8.330 | $8.210 |
Total return 2 | 2.94% | 11.82% | 1.47% | 5.34% | 2.89% |
Ratios and supplemental data: | |||||
Net assets, end of period (000 omitted) | $2,529 | $2,884 | $3,728 | $5,631 | $11,674 |
Ratio of expenses to average net assets | 1.68% | 1.69% | 1.69% | 1.68% | 1.66% |
Ratio of expenses to average net assets prior to fees waived and expense paid indirectly | 1.68% | 1.74% | 1.82% | 1.82% | 1.84% |
Ratio of net investment income to average net assets | 1.29% | 2.93% | 2.70% | 2.92% | 2.61% |
Ratio of net investment income to average net assets prior to fees waived and expense paid indirectly | 1.29% | 2.88% | 2.57% | 2.78% | 2.43% |
Portfolio turnover | 411% | 287% | 351% | 236% | 276% |
1 |
The average shares outstanding method has been applied for per share information for the years ended December 31, 2010, 2009, 2008, and 2007. |
2 |
Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return during some of the periods shown reflects a waiver by the manager. Performance would have been lower had the waiver not been in effect. |
Delaware Limited-Term Diversified Income Fund
Class C Shares | 2010 | 2009 | 2008 | 2007 | Year ended Dec. 31, 2006 |
Net asset value, beginning of period | $8.870 | $8.180 | $8.330 | $8.210 | $8.270 |
Income (loss) from investment operations: | |||||
Net investment income 1 | 0.116 | 0.255 | 0.224 | 0.240 | 0.215 |
Net realized and unrealized gain (loss) on investments and foreign currencies | 0.133 | 0.699 | (0.102) | 0.189 | 0.019 |
Total from investment operations | 0.249 | 0.954 | 0.122 | 0.429 | 0.234 |
Less dividends and distributions from: | |||||
Net investment income | (0.066) | (0.264) | (0.272) | (0.309) | (0.294) |
Net realized gain on investments | (0.143) | - | - | - | - |
Total dividends and distributions | (0.209) | (0.264) | (0.272) | (0.309) | (0.294) |
Net asset value, end of period | $8.910 | $8.870 | $8.180 | $8.330 | $8.210 |
Total return 2 | 2.82% | 11.80% | 1.47% | 5.34% | 2.89% |
Ratios and supplemental data: | |||||
Net assets, end of period (000 omitted) | $550,958 | $327,809 | $52,205 | $19,847 | $21,716 |
Ratio of expenses to average net assets | 1.68% | 1.69% | 1.69% | 1.68% | 1.66% |
Ratio of expenses to average net assets prior to fees waived and expense paid indirectly | 1.68% | 1.74% | 1.82% | 1.82% | 1.84% |
Ratio of net investment income to average net assets | 1.29% | 2.93% | 2.70% | 2.92% | 2.61% |
Ratio of net investment income to average net assets prior to fees waived and expense paid indirectly | 1.29% | 2.88% | 2.57% | 2.78% | 2.43% |
Portfolio turnover | 411% | 287% | 351% | 236% | 276% |
1 |
The average shares outstanding method has been applied for per share information for the years ended December 31, 2010, 2009, 2008, and 2007. |
2 |
Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return during some of the periods shown reflects a waiver by the manager. Performance would have been lower had the waiver not been in effect. |
Delaware Limited-Term Diversified Income Fund
Class R Shares | 2010 | 2009 | 2008 | 2007 | Year ended Dec. 31, 2006 |
Net asset value, beginning of period | $8.880 | $8.180 | $8.340 | $8.220 | $8.270 |
Income (loss) from investment operations: | |||||
Net investment income 1 | 0.161 | 0.298 | 0.265 | 0.281 | 0.255 |
Net realized and unrealized gain (loss) on investments and foreign currencies | 0.133 | 0.710 | (0.112) | 0.189 | 0.029 |
Total from investment operations | 0.294 | 1.008 | 0.153 | 0.470 | 0.284 |
Less dividends and distributions from: | |||||
Net investment income | (0.111) | (0.308) | (0.313) | (0.350) | (0.334) |
Net realized gain on investments | (0.143) | - | - | - | - |
Total dividends and distributions | (0.254) | (0.308) | (0.313) | (0.350) | (0.334) |
Net asset value, end of period | $8.920 | $8.880 | $8.180 | $8.340 | $8.220 |
Total return 2 | 3.34% | 12.50% | 1.86% | 5.86% | 3.53% |
Ratios and supplemental data: | |||||
Net assets, end of period (000 omitted) | $16,639 | $6,331 | $1,446 | $517 | $1,876 |
Ratio of expenses to average net assets | 1.18% | 1.19% | 1.19% | 1.18% | 1.16% |
Ratio of expenses to average net assets prior to fees waived and expense paid indirectly | 1.28% | 1.34% | 1.42% | 1.42% | 1.44% |
Ratio of net investment income to average net assets | 1.79% | 3.43% | 3.20% | 3.42% | 3.11% |
Ratio of net investment income to average net assets prior to fees waived and expense paid indirectly | 1.69% | 3.28% | 2.97% | 3.18% | 2.83% |
Portfolio turnover | 411% | 287% | 351% | 236% | 276% |
1 |
The average shares outstanding method has been applied for per share information for the years ended December 31, 2010, 2009, 2008, and 2007. |
2 |
Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total investment return during all of the periods shown reflects waivers by the manager and/or distributor. Performance would have been lower had the waivers not been in effect. |
How to read the financial highlights
Net investment income (loss)
Net investment income (loss) includes dividend and interest income earned from a fund's investments; it is calculated after
expenses have been deducted.
Net realized and unrealized gain (loss) on investments
A realized gain occurs when we sell an investment at a profit, while a realized loss occurs when we sell an investment at
a loss. When an investment increases or decreases in value but we do not sell it, we record an unrealized gain or loss. The
amount of realized gain per share, if any, that we pay to shareholders would be listed under "Less dividends and distributions
from: Net realized gain on investments."
Net asset value (NAV)
This is the value of a mutual fund share, calculated by dividing the net assets by the number of shares outstanding.
Total return
This represents the rate that an investor would have earned or lost on an investment in a fund. In calculating this figure
for the financial highlights table, we include applicable fee waivers, exclude front-end sales charges and contingent deferred
sales charges, and assume the shareholder has reinvested all dividends and realized gains.
Net assets
Net assets represent the total value of all the assets in a fund's portfolio, less any liabilities, that are attributable
to that class of the fund.
Ratio of expenses to average net assets
The expense ratio is the percentage of net assets that a fund pays annually for operating expenses and management fees. These
expenses include accounting and administration expenses, services for shareholders, and similar expenses.
Ratio of net investment income (loss) to average net assets
We determine this ratio by dividing net investment income (loss) by average net assets.
Portfolio turnover
This figure tells you the amount of trading activity in a fund's portfolio. A turnover rate of 100% would occur if, for example,
a fund bought and sold all of the securities in its portfolio once in the course of a year or frequently traded a single security.
A high rate of portfolio turnover in any year may increase brokerage commissions paid and could generate taxes for shareholders
on realized investment gains.
Web site: www.delawareinvestments.com
E-mail: service@delinvest.com
Shareholder Service Center: 800 523-1918
Call the Shareholder Service Center weekdays from 8:30 a.m. to 6:00 p.m. Eastern time:
For fund information, literature, price, yield, and performance figures.
For information on existing regular investment accounts and retirement plan accounts including wire investments, wire redemptions,
telephone redemptions, and telephone exchanges.
Delaphone Service: 800 362-FUND (800 362-3863)
For convenient access to account information or current performance information on all Delaware Investments
®
Funds seven days a week, 24 hours a day, use this touch-tone service.
Written correspondence: P.O. Box 219691, Kansas City, MO 64121-9691 or
430 W. 7th Street, Kansas City, MO 64105-1407.
Additional information about the Fund's investments
is available in its annual and semiannual shareholder reports. In the Fund's annual shareholder report, you will find a discussion
of the market conditions and investment strategies that significantly affected the Fund's performance during the period covered
by the report. You can find more information about the Fund in its current SAI, which is filed electronically with the SEC,
and which is legally a part of this Prospectus (it is incorporated by reference). To receive a free copy of the SAI, or the
annual or semiannual report, or if you have any questions about investing in the Fund,
You can find reports and other information about the Fund on the EDGAR database on the SEC web site (www.sec.gov). You can
get copies of this information, after paying a duplication fee, by e-mailing the SEC at publicinfo@sec.gov or by writing to
the Public Reference Section of the SEC,
PR-022 [12/10] PDF 16443 [4/11] Investment Company Act number: 811-03363 |
Prospectus
Fixed income
April 29, 2011
Delaware Limited-Term Diversified Income Fund
Nasdaq ticker symbol |
|
Institutional Class |
DTINX |
The U.S. Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of
this Prospectus. Any representation to the contrary is a criminal offense.
Get shareholder reports and prospectuses online instead of in the mail.
Visit www.delawareinvestments.com/edelivery.
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What is the Fund's investment objective?
Delaware Limited-Term Diversified Income Fund seeks maximum total return, consistent with reasonable risk.
What are the Fund's fees and expenses?
The following table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.
Example
The example below is intended to help you compare the cost of investing in the Fund to the cost of investing in other mutual funds. The example shows the cumulative amount of Fund expenses on a hypothetical investment of $10,000 with an annual 5% return over the time shown. This example assumes that the Fund's total operating expenses remain unchanged in each of the periods shown. Although your actual costs may be higher or lower, based on these assumptions your costs would be:
Class | Institutional |
1 year | $69 |
3 years | $218 |
5 years | $379 |
10 years | $847 |
Portfolio turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund's performance. During the most recent fiscal year, the Fund's portfolio turnover rate was 411% of the average value of its portfolio.
What are the Fund's principal investment strategies?
Under normal circumstances, the Fund will invest at least 80% of its net assets in investment grade fixed income securities, including, but not limited to, fixed income securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, and by U.S. corporations. Investment grade fixed income securities are securities rated BBB- or higher by Standard & Poor's (S&P), Baa3 or higher by Moody's Investors Service (Moody's), or similarly rated by another nationally recognized statistical rating organization (NRSRO), or those that are deemed to be of comparable quality. The Fund will maintain an average effective duration from one to three years. The Fund's investment manager, Delaware Management Company (Manager or we), will determine how much of the Fund's assets to allocate among the different types of fixed income securities in which the Fund may invest based on our evaluation of economic and market conditions and our assessment of the returns and potential for appreciation that can be achieved from various sectors of the fixed income market.
The corporate debt obligations in which the Fund may invest include bonds, notes, debentures, and commercial paper of U.S. companies and, subject to the limitations described below, non-U.S. companies. The Fund may also invest in a variety of securities that are issued or guaranteed as to the payment of principal and interest by the U.S. government, and by various agencies or instrumentalities, which have been established or are sponsored by the U.S. government, and, subject to the limitations described below, securities issued by foreign governments.
Additionally, the Fund may invest in mortgage-backed securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, government-sponsored corporations, and mortgage-backed securities issued by certain private, nongovernment entities. The Fund may also invest in securities that are backed by assets such as receivables on home equity and credit card loans, automobile, mobile home, recreational vehicle and other loans, wholesale dealer floor plans, and leases.
The Fund may invest up to 20% of its net assets in below-investment-grade securities (also known as high yield or "junk" bonds). In general, the below-investment-grade securities that the Fund may purchase in this sector will generally be rated BB or lower by S&P and Ba or lower by Moody's, or similarly rated by another NRSRO.
The Fund may also invest up to 30% of its net assets in foreign securities, including up to 10% of its net assets in securities of issuers located in emerging markets. The Fund's total non-U.S. dollar currency exposure will be limited, in the aggregate, to no more than 10% of net assets.
What are the principal risks of investing in the Fund?
Investing in any mutual fund involves the risk that you may lose part or all of the money you invest. Over time, the value of your investment in the Fund will increase and decrease according to changes in the value of the securities in the Fund's portfolio. Principal risks include:
Investment not guaranteed by the Manager or its affiliates — Investments in the Fund are not and will not be deposits with or liabilities of Macquarie Bank Limited ABN 46 008 583 542 and its holding companies, including their subsidiaries or related companies (Macquarie Group), and are subject to investment risk, including possible delays in repayment and loss of income and capital invested. No Macquarie Group company guarantees or will guarantee the performance of the Fund, the repayment of capital from the Fund, or any particular rate of return.
Market risk — The risk that securities or industries in a certain market — such as the stock or bond market — will decline in value because of economic conditions, future expectations, investor confidence, or heavy institutional selling.
Interest rate risk — The risk that securities, particularly bonds with longer maturities, will decrease in value if interest rates rise.
Credit risk — The risk that a bond's issuer will be unable to make timely payments of interest and principal.
High yield risk — The risk that high yield securities, commonly known as "junk bonds," are subject to reduced creditworthiness of issuers; increased risk of default and a more limited and less liquid secondary market than higher rated securities; and greater price volatility and risk of loss of income and principal than are higher rated securities.
Prepayment risk — The risk that the principal on a bond that is held by a portfolio will be prepaid prior to maturity at a time when interest rates are lower than what that bond was paying. A portfolio may then have to reinvest that money at a lower interest rate.
Liquidity risk — The possibility that securities cannot be readily sold within seven days at approximately the price at which a fund has valued them, which may prevent the Manager from disposing of securities at a favorable time or price during periods of infrequent trading of such securities.
Derivatives risk — Derivatives may involve additional expenses and are subject to the risk that a security or a securities index to which the derivative is associated moves in the opposite direction from what the portfolio manager had anticipated. Another risk of derivative transactions is the creditworthiness of the counterparty because the transactions rely upon the counterparty's ability to fulfill its contractual obligations.
Foreign risk — The risk that foreign securities (particularly in emerging markets) may be adversely affected by political instability; changes in currency exchange rates; inefficient markets and higher transaction costs; foreign economic conditions; or inadequate or different regulatory and accounting standards.
Bank loans and other direct indebtedness risk — The risk that the portfolio will not receive payment of principal, interest, and other amounts due in connection with these investments and will depend primarily on the financial condition of the borrower and the lending institution.
Valuation risk — The risk that a less liquid secondary market may make it more difficult for a fund to obtain precise valuations of certain securities in its portfolio.
Government and regulatory risk — The risk that governments or regulatory authorities have, from time to time, taken or considered actions that could adversely affect various sectors of the securities markets. Government involvement in the private sector may, in some cases, include government investment in, or ownership of, companies in certain commercial business sectors; wage and price controls; or imposition of trade barriers and other protectionist measures.
How has Delaware Limited-Term Diversified Income Fund performed?
The bar chart and table below provide some indication of the risks of investing in the Fund by showing changes in the Fund's
performance from year to year and by showing how the Fund's average annual returns for 1-, 5-, and 10-year periods compare
with those of a broad measure of market performance. The Fund's past performance (before and after taxes) is not necessarily
an indication of how it will perform in the future. The returns reflect expense caps in effect during these periods. The returns
would be lower without the expense caps. You may obtain the Fund's most recently available month-end performance by calling
800 362-7500 or by visiting our web site at www.delawareinvestments.com/performance.
Effective November 30, 2007, the Fund's investment objective, strategies, and policies were changed to permit the Fund to
invest in a diversified portfolio of limited-term fixed income securities. These changes allowed the Fund to invest in a broader
range of fixed income securities, including U.S. government securities, foreign government securities, and corporate and high
yield securities of domestic and foreign issuers. Prior to November 30, 2007, the Fund invested primarily in U.S. government
securities. The returns prior to this time reflect the Fund's prior investment objective, strategies, and policies and may
not be indicative of future returns.
Year-by-year total return (Institutional Class)
|
During the periods illustrated in this bar chart, the Institutional Class' highest quarterly return was 4.80% for the quarter ended June 30, 2009 and its lowest quarterly return was -1.29% for the quarter ended June 30, 2004.
Average annual total returns for periods ended December 31, 2010
1 year | 5 years | 10 years | |
Return before taxes | 3.97% | 5.88% | 5.14% |
Return after taxes on distributions | 2.86% | 4.35% | 3.49% |
Return after taxes on distributions and sale of Fund shares | 2.67% | 4.13% | 3.41% |
Barclays Capital 1–3 Year Government/Credit Index (reflects no deduction for fees, expenses, or taxes) | 2.80% | 4.53% | 4.34% |
Actual after-tax returns depend on the investor's individual tax situation and may differ from the returns shown. After-tax returns are not relevant for shares held in tax-deferred investment vehicles such as employer-sponsored 401(k) plans and individual retirement accounts (IRAs). The after-tax returns shown are calculated using the highest individual federal marginal income tax rates in effect during the periods presented and do not reflect the impact of state and local taxes.
Who manages the Fund?
Investment manager
Delaware Management Company
Purchase and redemption of Fund shares
You may purchase or redeem shares of the Fund on any day that the New York Stock Exchange (NYSE) is open for business (Business Day). Shares may be purchased or redeemed: through your financial advisor; by regular mail (c/o Delaware Investments, P.O. Box 219691, Kansas City, MO 64121-9691); by overnight courier service (c/o Delaware Service Center, 430 W. 7th Street, Kansas City, MO 64105); by telephone to your Client Services Representative at 800 362-7500 weekdays from 8:30 a.m. to 6:00 p.m. Eastern time; by telephone to our automated telephone service at 800 362-3863 at any time; through our web site at www.delawareinvestments.com; or by wire.
There is no minimum initial purchase requirement for Institutional Class shares, but Institutional Class shares are available for purchase only by the following: (1) retirement plans introduced by persons not associated with brokers or dealers that are primarily engaged in the retail securities business and rollover IRAs from such plans; (2) tax-exempt employee benefit plans of the Fund's Manager or its affiliates and of securities dealer firms with a selling agreement with Delaware Distributors, L.P. (Distributor); (3) institutional advisory clients (including mutual funds) of the Manager or its affiliates, as well as those clients' affiliates, and their corporate sponsors, subsidiaries, related employee benefit plans, and rollover IRAs of, or from, such institutional advisory accounts; (4) a bank, trust company, or similar financial institution investing for its own account or for the account of its trust customers for whom the financial institution is exercising investment discretion in purchasing shares of the Class, except where the investment is part of a program that requires payment to the financial institution of a Rule 12b-1 Plan fee; (5) registered investment advisors (RIAs) investing on behalf of clients that consist solely of institutions and high net worth individuals having at least $1 million entrusted to an RIA for investment purposes (use of the Institutional Class shares is restricted to RIAs who are not affiliated or associated with a broker or dealer and who derive compensation for their services exclusively from their advisory clients); (6) certain plans qualified under Section 529 of the Internal Revenue Code of 1986, as amended (Code), for which the Fund's Manager, Distributor, or service agent, or one or more of their affiliates provide recordkeeping, administrative, investment management, marketing, distribution, or similar services; (7) programs sponsored by financial intermediaries where: (a) such programs allow or require the purchase of Institutional Class shares, (b) the financial intermediary has entered into an agreement covering the arrangement with the Distributor and/or the Fund's transfer agent, and (c) the financial intermediary (i) charges clients an ongoing fee for advisory, investment consulting or similar service, or (ii) offers the Institutional Class shares through a no-commission network or platform; or (8) private investment vehicles, including, but not limited to, foundations and endowments purchasing shares directly through the Manager.
Tax information
The Fund's distributions generally are taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an IRA.
Payments to broker/dealers and other
financial intermediaries
If you purchase shares of the Fund through a broker/dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker/dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary's web site for more information.
We take a disciplined approach to investing, combining investment strategies and risk management techniques that we believe can help shareholders meet their goals.
Our investment strategies
We analyze economic and market conditions, seeking to identify the securities or market sectors that we believe are the best investments for the Fund. Securities in which the Fund may invest include, but are not limited to, the following:
Securities issued or guaranteed by the U.S. government, such as U.S. Treasurys;
Securities issued by U.S. government agencies or instrumentalities, such as securities of the Government National Mortgage Association (GNMA);
Investment grade and below-investment-grade corporate bonds;
Nonagency mortgage-backed securities, asset-backed securities, commercial mortgage-backed securities (CMBS), collateralized mortgage obligations (CMOs), and real estate mortgage investment conduits (REMICs);
Securities of foreign issuers in both developed and emerging markets, denominated in foreign currencies and U.S. dollars;
Bank loan participations; and
Short-term investments.
Under normal circumstances, the Fund will invest at least 80% of its net assets in investment grade fixed income securities. The Fund may invest in debt obligations issued or guaranteed by the U.S. government, its agencies or instrumentalities, and by U.S. corporations. The corporate debt obligations in which the Fund may invest include bonds, notes, debentures, and commercial paper of U.S. companies. The U.S. government securities in which the Fund may invest include a variety of securities that are issued or guaranteed as to the payment of principal and interest by the U.S. government, and by various agencies or instrumentalities, which have been established or are sponsored by the U.S. government.
The Fund may also invest in mortgage-backed securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, or by government-sponsored corporations. Other mortgage-backed securities in which the Fund may invest are issued by certain private, nongovernment entities. The Fund may also invest in securities that are backed by assets such as receivables on home equity and credit card loans, automobile, mobile home, recreational vehicle and other loans, wholesale dealer floor plans, and leases.
The Fund maintains an average effective duration of one to three years.
The Fund may also invest up to 20% of its net assets in below-investment-grade securities (also known as high yield or "junk" bonds). The Fund may invest in domestic corporate debt obligations, including notes, which may be convertible or nonconvertible, commercial paper, units consisting of bonds with stock or warrants to buy stock attached, debentures and convertible debentures. The Fund will invest in both rated and unrated bonds. Unrated bonds may be more speculative in nature than rated bonds.
The Fund may also invest up to 30% of its net assets in foreign securities, including up to 10% of its net assets in securities
of issuers located in emerging markets. The Manager will limit non-U.S.-dollar-denominated securities to no more than 20%
of net assets. The Fund's total non-U.S.-dollar currency exposure will be limited, in the aggregate, to no more than 10% of
net assets. These fixed income securities may include foreign government securities, debt obligations of foreign companies,
and securities issued by supranational entities. A supranational entity is an entity established or financially supported
by the national governments of one or more countries to promote reconstruction or development. Examples of supranational entities
include the International Bank for Reconstruction and Development (more commonly known as the World Bank), the European Economic
Community, the European Investment Bank, the Inter-Development Bank, and the Asian Development Bank.
The Fund may invest in sponsored and unsponsored American depositary receipts, European depositary receipts, or global depositary
receipts. The Fund may also invest in zero coupon bonds and may purchase shares of other investment companies.
The Fund will invest in both rated and unrated foreign securities.
The Fund may invest in securities issued in any currency and may hold foreign currencies. Securities of issuers within a given country may be denominated in the currency of another country or in multinational currency units, such as the euro. The Fund may, from time to time, purchase or sell foreign currencies and/or engage in forward foreign currency transactions in order to expedite settlement of Fund transactions and to minimize currency value fluctuations.
The Fund's investment objective is nonfundamental. This means that the Board may change the Fund's objective without obtaining shareholder approval. If the objective were changed, we would notify shareholders at least 60 days before the change in the objective became effective.
The securities in which the Fund typically invests
Fixed income securities offer the potential for greater income payments than stocks, and also may provide capital appreciation. Please see the Fund's Statement of Additional Information (SAI) for additional information about certain of the securities described below as well as other securities in which the Fund may invest.
Direct U.S. Treasury obligations
Direct U.S. Treasury obligations include Treasury bills, notes, and bonds of varying maturities. U.S. Treasury securities are backed by the "full faith and credit" of the United States.
How the Fund uses them: The Fund may invest without limit in U.S. Treasury securities, although they are typically not the Fund's largest holding because they generally do not offer as high a level of current income as other fixed income securities.
Mortgage-backed securities
Mortgage-backed securities are fixed income securities that represent pools of mortgages, with investors receiving principal and interest payments as the underlying mortgage loans are paid back. Many are issued and guaranteed against default by the U.S. government or its agencies or instrumentalities, such as the Federal Home Loan Mortgage Corporation, Fannie Mae, and the Government National Mortgage Association. Others are issued by private financial institutions, with some fully collateralized by certificates issued or guaranteed by the U.S. government or its agencies or instrumentalities.
How the Fund uses them: There is no limit on government-related mortgage-backed securities.
The Fund may invest in mortgage-backed securities issued or guaranteed by the U.S. government, its agencies or instrumentalities or by government-sponsored corporations.
The Fund may also invest in mortgage-backed securities that are secured by the underlying collateral of the private issuer. Such securities are not government securities and are not directly guaranteed by the U.S. government in any way. These include CMOs, REMICs, and CMBS.
Asset-backed securities
Asset-backed securities are bonds or notes backed by accounts receivable, including home equity, automobile, or credit loans.
How the Fund uses them: The Fund may invest in asset-backed securities rated in one of the four highest rating categories by an NRSRO.
Corporate bonds
Corporate bonds are debt obligations issued by a corporation.
How the Fund uses them: The Fund may invest in corporate bonds.
High yield corporate bonds (junk bonds)
High yield corporate bonds are debt obligations issued by a corporation and rated lower than BBB- by S&P and Baa3 by Moody's, or similarly rated by another NRSRO. High yield bonds, also known as "junk bonds," are issued by corporations that have lower credit quality and may have difficulty repaying principal and interest.
How the Fund uses them: Emphasis is typically on those rated BB or Ba by an NRSRO. The Fund may invest up to 20% of its total assets in below-investment-grade securities.
We carefully evaluate an individual company's financial situation, its management, the prospects for its industry, and the technical factors related to its bond offering. Our goal is to identify those companies that we believe will be able to repay their debt obligations in spite of poor ratings. We may invest in unrated bonds if we believe their credit quality is comparable to the rated bonds we are permitted to invest in. Unrated bonds may be more speculative in nature than rated bonds.
Collateralized mortgage obligations (CMOs) and real estate mortgage investment conduits (REMICs)
CMOs are privately issued mortgage-backed bonds whose underlying value is the mortgages that are collected into different pools according to their maturity. They are issued by U.S. government agencies and private issuers. REMICs are privately issued mortgage-backed bonds whose underlying value is a fixed pool of mortgages secured by an interest in real property. Like CMOs, REMICs offer different pools.
How the Fund uses them: The Fund may invest in CMOs and REMICs. Certain CMOs and REMICs may have variable or floating interest rates and others may be stripped. Stripped mortgage securities are generally considered illiquid and to such extent, together with any other illiquid investments, will not exceed 15% of the Fund's net assets, which is the Fund's limit on investments in illiquid securities. In addition, subject to certain quality and collateral limitations, the Fund may invest up to 20% of its total assets in CMOs and REMICs issued by private entities that are not collateralized by securities issued or guaranteed by the U.S. government, its agencies, or instrumentalities, so called "nonagency" mortgage-backed securities.
Short-term debt instruments
These instruments include: (1) time deposits, certificates of deposit, and bankers acceptances issued by a U.S. commercial bank; (2) commercial paper of the highest quality rating; (3) short-term debt obligations with the highest quality rating; (4) U.S. government securities; and (5) repurchase agreements collateralized by the instruments described in (1)-(4) above.
How the Fund uses them: The Fund may invest in these instruments either as a means of achieving its investment objective or, more commonly, as temporary defensive investments or pending investment in the Fund's principal investment securities. When investing all or a significant portion of the Fund's assets in these instruments, the Fund may not be able to achieve its investment objective.
Foreign securities
Debt issued by a non-U.S. company or a government other than the United States or by an agency, instrumentality, or political subdivision of such government.
How the Fund uses them: The Fund may invest up to 30% of its total assets in securities of foreign companies or governments.
Forward foreign currency transactions
A forward foreign currency exchange contract involves an obligation to purchase or sell a specific currency on a fixed future date at a price that is set at the time of the contract. The future date may be any number of days from the date of the contract as agreed by the parties involved.
How the Fund uses them: Although we value the Fund's assets daily in terms of U.S. dollars, we do not intend to convert its holdings of foreign currencies into U.S. dollars on a daily basis. We may, however, from time to time, purchase or sell foreign currencies and/or engage in forward foreign currency transactions in order to expedite settlement of Fund transactions and to minimize currency value fluctuations.
Bank loans
Bank loans represent an interest in a loan or other direct indebtedness, such as an assignment, that entitles the acquiring of such interest to payments of interest, principal and/or other amounts due under the structure of the loan or other direct indebtedness. In addition to being structured as secured or unsecured loans, such investments could be structured as novations or assignments or represent trade or other claims owed by a company to a supplier.
How the Fund uses them: The Fund may invest without restriction in bank loans that meet the Manager's credit standards. We perform our own independent credit analysis on each borrower and on the collateral securing each loan. We consider the nature of the industry in which the borrower operates, the nature of the borrower's assets, and the general quality and creditworthiness of the borrower. The Fund may invest in bank loans in order to enhance total return, to affect diversification, or to earn additional income. We will not use bank loans for reasons inconsistent with the Fund's investment objective.
Repurchase agreements
A repurchase agreement is an agreement between a buyer of securities, such as a fund, and a seller of securities, in which the seller agrees to buy the securities back within a specified time at the same price the buyer paid for them, plus an amount equal to an agreed-upon interest rate. Repurchase agreements are often viewed as equivalent to cash.
How the Fund uses them: Typically, the Fund may use repurchase agreements as short-term investments for the Fund's cash position. In order to enter into these repurchase agreements, the Fund must have collateral of at least 102% of the repurchase price. The Fund will only enter into repurchase agreements in which the collateral is U.S. government securities. In the Manager's discretion, the Fund may invest overnight cash balances in short-term discount notes issued or guaranteed by the U.S. government, its agencies or instrumentalities, or government-sponsored enterprises.
Futures and options
Futures contracts are agreements for the purchase or sale of a security or a group of securities at a specified price, on a specified date. Unlike purchasing an option, a futures contract must be executed unless it is sold before the settlement date.
Options represent a right to buy or sell a swap agreement or a security or a group of securities at an agreed-upon price at a future date. The purchaser of an option may or may not choose to go through with the transaction. The seller of an option, however, must go through with the transaction if its purchaser exercises the option.
Certain options and futures may be considered derivative securities.
How the Fund uses them
: At times when we anticipate adverse conditions, we may want to protect gains on swap agreements or securities without actually
selling them. We might use options or futures to neutralize the effect of any price declines, without selling a swap agreement
or security, or as a hedge against changes in interest rates. We may also sell an option contract (often referred to as "writing"
an option) to earn additional income for the Fund.
Use of these strategies can increase the operating costs of the Fund and can lead to loss of principal.
The Fund has claimed an exclusion from the definition of the term "commodity pool operator" under the Commodity Exchange
Act (CEA) and, therefore, is not subject to registration or regulation as a commodity pool operator under the CEA.
Restricted securities
Restricted securities are privately placed securities whose resale is restricted under U.S. securities laws.
How the Fund uses them: The Fund may invest in privately placed securities, including those that are eligible for resale only among certain institutional buyers without registration, which are commonly known as "Rule 144A Securities." Restricted securities that are determined to be illiquid may not exceed the Fund's limit on investments in illiquid securities.
Illiquid securities
Illiquid securities are securities that do not have a ready market and cannot be readily sold within seven days at approximately the price at which a fund has valued them.
How the Fund uses them: The Fund may invest up to 15% of its net assets in illiquid securities.
Interest rate swap, index swap, and credit default swap agreements
In an interest rate swap, a fund receives payments from another party based on a variable or floating interest rate, in return for making payments based on a fixed interest rate. An interest rate swap can also work in reverse with a fund receiving payments based on a fixed interest rate and making payments based on a variable or floating interest rate.
In an index swap, a fund receives gains or incurs losses based on the total return of a specified index, in exchange for making interest payments to another party. An index swap can also work in reverse with a fund receiving interest payments from another party in exchange for movements in the total return of a specified index.
In a credit default swap, a fund may transfer the financial risk of a credit event occurring (a bond default, bankruptcy, or restructuring, for example) on a particular security or basket of securities to another party by paying that party a periodic premium; likewise, a fund may assume the financial risk of a credit event occurring on a particular security or basket of securities in exchange for receiving premium payments from another party.
Interest rate swaps, index swaps, and credit default swaps may be considered illiquid.
How the Fund uses them: The Fund may use interest rate swaps to adjust its sensitivity to interest rates or to hedge against changes in interest rates. Index swaps may be used to gain exposure to markets that the Fund invests in, such as the corporate bond market. The Fund may also use index swaps as a substitute for futures or options contracts if such contracts are not directly available to the Fund on favorable terms. The Fund may enter into credit default swaps in order to hedge against a credit event, to enhance total return, or to gain exposure to certain securities or markets.
Use of these strategies can increase the operating costs of the Fund and lead to loss of principal.
Time deposits
Time deposits are nonnegotiable deposits maintained in a banking institution for a specified period of time at a stated interest rate.
How the Fund uses them: The Fund will not purchase time deposits maturing in more than seven days and time deposits maturing from two business days through seven calendar days will not exceed 15% of the Fund's total assets.
Zero coupon and pay-in-kind bonds
Zero coupon bonds are debt obligations that do not entitle the holder to any periodic payments of interest prior to maturity or a specified date when the securities begin paying current interest, and therefore are issued and traded at a discount from their face amounts or par value. Pay-in-kind (PIK) bonds pay interest through the issuance to holders of additional securities.
How the Fund uses them: The Fund may purchase fixed income securities, including zero coupon bonds and PIK bonds consistent with its investment objective.
American depositary receipts (ADRs), European depositary receipts (EDRs), and global depositary receipts (GDRs)
ADRs are receipts issued by a U.S. depositary (usually a U.S. bank) and EDRs and GDRs are receipts issued by a depositary outside of the U.S. (usually a non-U.S. bank or trust company or a foreign branch of a U.S. bank). Depositary receipts represent an ownership interest in an underlying security that is held by the depositary. Generally, the underlying security represented by an ADR is issued by a foreign issuer and the underlying security represented by an EDR or GDR may be issued by a foreign or U.S. issuer. Sponsored depositary receipts are issued jointly by the issuer of the underlying security and the depositary, and unsponsored depositary receipts are issued by the depositary without the participation of the issuer of the underlying security. Generally, the holder of the depositary receipt is entitled to all payments of interest, dividends, or capital gains that are made on the underlying security.
How the Fund uses them: The Fund may invest in sponsored and unsponsored ADRs. The Fund will typically invest in ADRs that are actively traded in the United States.
In conjunction with the Fund's investments in foreign securities, it may also invest in sponsored and unsponsored EDRs and GDRs.
Other investment strategies
The Fund may also invest in other securities, including certificates of deposit and obligations of both U.S. and foreign banks, corporate debt, and commercial paper.
Borrowing from banks
The Fund may borrow money from banks as a temporary measure for extraordinary or emergency purposes or to facilitate redemptions. The Fund will be required to pay interest to the lending banks on the amounts borrowed. As a result, borrowing money could result in the Fund being unable to meet its investment objective.
Lending securities
The Fund may lend up to 25% of its assets to qualified broker/dealers or institutional investors for their use in securities transactions. Borrowers of the Fund's securities must provide collateral to the Fund and adjust the amount of collateral each day to reflect changes in the value of the loaned securities. These transactions may generate additional income for the Fund.
Purchasing securities on a when-issued or delayed-delivery basis
The Fund may buy or sell securities on a when-issued or delayed-delivery basis; that is, paying for securities before delivery or taking delivery at a later date. We will designate cash or securities in amounts sufficient to cover the Fund's obligations, and will value the designated assets daily.
The risks of investing in the Fund
Investing in any mutual fund involves risk, including the risk that you may receive little or no return on your investment, and the risk that you may lose part or all of the money you invest. Before you invest in the Fund, you should carefully evaluate the risks. Because of the nature of the Fund, you should consider your investment to be a long-term investment that typically provides the best results when held for a number of years. The table below describes the principal risks you assume when investing in the Fund. Please see the SAI for a further discussion of these risks and other risks not discussed here.
Market risk
Market risk is the risk that all or a majority of the securities in a certain market — such as the stock or bond market — will decline in value because of economic conditions, future expectations, investor confidence, or heavy institutional selling.
Index swaps are subject to the same market risks as the investment market or sector that the index represents. Depending on the actual movements of the index and how well the portfolio manager forecasts those movements, a fund could experience a higher or lower return than anticipated.
How the Fund strives to manage it: We maintain a long-term investment approach and focus on securities that we believe can continue to provide returns over an extended time frame regardless of interim market fluctuations. Generally, we do not try to predict overall market movements.
In evaluating the use of an index swap for the Fund, we carefully consider how market changes could affect the swap and how that compares to our investing directly in the market the swap is intended to represent. When selecting dealers with whom we would make interest rate or index swap agreements for the Fund, we focus on those dealers with high-quality ratings and do careful credit analysis before engaging in the transaction.
Industry and security risks
Industry risk is the risk that the value of securities in a particular industry (such as financial services or manufacturing) will decline because of changing expectations for the performance of that industry.
Security risk is the risk that the value of an individual stock or bond will decline because of changing expectations for the performance of the individual company issuing the stock or bond (due to situations that could range from decreased sales to events such as a pending merger or actual or threatened bankruptcy).
How the Fund strives to manage them: We limit the amount of the Fund's assets invested in any one industry and in any individual security or issuer. We also follow a rigorous selection process when choosing securities for the portfolio.
Interest rate risk
Interest rate risk is the risk that securities will decrease in value if interest rates rise. The risk is greater for bonds with longer maturities than for those with shorter maturities. Investments in equity securities issued by small- and medium-size companies, which often borrow money to finance operations, may also be adversely affected by rising interest rates.
Swaps may be particularly sensitive to interest rate changes. Depending on the actual movements of interest rates and how well the portfolio manager anticipates them, a fund could experience a higher or lower return than anticipated.
How the Fund strives to manage it: The Fund will not invest in swaps with maturities of more than 10 years. Each Business Day, we will calculate the amount the Fund must pay for swaps it holds and will segregate enough cash or other liquid securities to cover that amount.
Credit risk
Credit risk is the possibility that a bond's issuer (or an entity that insures the bond) will be unable to make timely payments of interest and principal. Changes in an issuer's financial strength or in a security's credit rating may affect a security's value, which would impact a fund's performance.
Investing in so-called "junk" or "high yield" bonds entails the risk of principal loss, which may be greater than the risk involved in investment grade bonds. High yield bonds are sometimes issued by companies whose earnings at the time the bond is issued are less than the projected debt payments on the bonds.
A protracted economic downturn may severely disrupt the market for high yield bonds, adversely affect the value of outstanding bonds, and adversely affect the ability of high yield issuers to repay principal and interest.
How the Fund strives to manage it: The Fund strives to minimize credit risk by investing primarily in higher quality, investment grade corporate bonds.
Any portion of a Fund that is invested in high yielding, lower-quality corporate bonds is subject to greater credit risk. The Manager strives to manage that risk through careful bond selection, by limiting the percentage of the Fund that can be invested in lower-quality bonds, and by maintaining a diversified portfolio of bonds representing a variety of industries and issuers.
Prepayment risk
Prepayment risk is the risk that homeowners will prepay mortgages during periods of low interest rates, forcing a fund to reinvest its money at interest rates that might be lower than those on the prepaid mortgage. Prepayment risk may also affect other types of debt securities, but generally to a lesser extent than mortgage securities.
How the Fund strives to manage it: We take into consideration the likelihood of prepayment when we select mortgages. We may look for mortgage securities that have characteristics that make them less likely to be prepaid, such as low outstanding loan balances or below-market interest rates.
Liquidity risk
Liquidity risk is the possibility that securities cannot be readily sold within seven days at approximately the price at which a fund has valued them. Illiquid securities may trade at a discount from comparable, more liquid investments, and may be subject to wide fluctuations in market value. A fund also may not be able to dispose of illiquid securities at a favorable time or price during periods of infrequent trading of an illiquid security.
How the Fund strives to manage it: The Fund limits exposure to illiquid securities to no more than 15% of its net assets.
Derivatives risk
Derivatives risk is the possibility that a fund may experience a significant loss if it employs a derivatives strategy (including a strategy involving swaps such as interest rate swaps, index swaps, and credit default swaps) related to a security or a securities index and that security or index moves in the opposite direction from what the portfolio manager had anticipated. Another risk of derivative transactions is the creditworthiness of the counterparty because the transaction depends on the willingness and ability of the counterparty to fulfill its contractual obligations. Derivatives also involve additional expenses, which could reduce any benefit or increase any loss to a fund from using the strategy.
How the Fund strives to manage it: We will use derivatives for defensive purposes, such as to protect gains or hedge against potential losses in the portfolio without actually selling a security, to neutralize the impact of interest rate changes, to increase diversification, or to earn additional income.
Currency risk
Currency risk is the risk that the value of a fund's investments may be negatively affected by changes in foreign currency exchange rates. Adverse changes in exchange rates may reduce or eliminate any gains produced by investments that are denominated in foreign currencies and may increase any losses.
How the Fund strives to manage it: The Fund, which has exposure to global and international investments, may be affected by changes in currency rates and exchange control regulations and may incur costs in connection with conversions between currencies. To hedge this currency risk associated with investments in non-U.S.-dollar-denominated securities, we may invest in forward foreign currency contracts. These activities pose special risks that do not typically arise in connection with investments in U.S. securities. In addition, we may engage in foreign currency options and futures transactions.
Foreign risk
Foreign risk is the risk that foreign securities may be adversely affected by political instability, changes in currency exchange rates, foreign economic or government conditions, increased transaction costs, or inadequate regulatory and accounting standards.
How the Fund strives to manage it: We attempt to reduce the risks presented by such investments by conducting world-wide fundamental research, including country visits. In addition, we monitor current economic and market conditions and trends, the political and regulatory environment, and the value of currencies in different countries in an effort to identify the most attractive countries and securities. Additionally, when currencies appear significantly overvalued compared to average real exchange rates, we may hedge exposure to those currencies for defensive purposes.
Emerging markets risk
Emerging markets risk is the possibility that the risks associated with international investing will be greater in emerging markets than in more developed foreign markets because, among other things, emerging markets may have less stable political and economic environments. In addition, in many emerging markets there is substantially less publicly available information about issuers and the information that is available tends to be of a lesser quality. Economic markets and structures tend to be less mature and diverse and the securities markets, which are subject to less government regulation or supervision, may also be smaller, less liquid, and subject to greater price volatility.
How the Fund strives to manage it: The Fund may invest a portion of its assets in securities of issuers located in emerging markets. We cannot eliminate these risks but will attempt to reduce these risks through portfolio diversification, credit analysis, and attention to trends in the economy, industries and financial markets, and other relevant factors. The Fund will limit investments in emerging markets, in the aggregate, to no more than 10% of its net assets.
Foreign government securities risk
Foreign government securities risk involves the ability of a foreign government or government-related issuer to make timely principal and interest payments on its external debt obligations. This ability to make payments will be strongly influenced by the issuer's balance of payments, including export performance, its access to international credits and investments, fluctuations in interest rates, and the extent of its foreign reserves.
How the Fund strives to manage it: The Fund attempts to reduce the risks associated with investing in foreign governments by limiting the portion of its assets that may be invested in such securities. The Fund will not invest more than 30% of its net assets in foreign securities.
Government and regulatory risks
Governments or regulatory authorities have, from time to time, taken or considered actions that could adversely affect various sectors of the securities markets. Government involvement in the private sector may, in some cases, include government investment in, or ownership of, companies in certain commercial business sectors; wage and price controls; or imposition of trade barriers and other protectionist measures. For example, an economic or political crisis may lead to price controls, forced mergers of companies, expropriation, the creation of government monopolies, or other measures that could be detrimental to the investments of a fund.
How the Fund strives to manage them: We evaluate the economic and political climate in the U.S. before selecting securities for the Fund. We typically diversify the Fund's assets among a number of different securities in a variety of sectors in order to minimize the impact to the Fund of any legislative or regulatory development affecting particular issuers, or market sectors.
Bank loans and other direct indebtedness risk
Bank loans and other direct indebtedness risk is the risk that a fund will not receive payment of principal, interest and other amounts due in connection with these investments and will depend primarily on the financial condition of the borrower. Loans that are fully secured offer a fund more protection than unsecured loans in the event of nonpayment of scheduled interest or principal, although there is no assurance that the liquidation of collateral from a secured loan would satisfy the corporate borrower's obligation, or that the collateral can be liquidated. Some loans or claims may be in default at the time of purchase. Certain of the loans and the other direct indebtedness acquired by a fund may involve revolving credit facilities or other standby financing commitments, which obligate a fund to pay additional cash on a certain date or on demand. These commitments may require a fund to increase its investment in a company at a time when that fund might not otherwise decide to do so (including at a time when the company's financial condition makes it unlikely that such amounts will be repaid). To the extent that a fund is committed to advance additional funds, it will at all times hold and maintain cash or other high-grade debt obligations in an amount sufficient to meet such commitments.
As a fund may be required to rely upon another lending institution to collect and pass on to the fund amounts payable with respect to the loan and to enforce the fund's rights under the loan and other direct indebtedness, an insolvency, bankruptcy or reorganization of the lending institution may delay or prevent the fund from receiving such amounts. The highly leveraged nature of many such loans and other direct indebtedness may make such loans and other direct indebtedness especially vulnerable to adverse changes in economic or market conditions. Investments in such loans and other direct indebtedness may involve additional risk to the fund.
How the Fund strives to manage it: These risks may not be completely eliminated, but we will attempt to reduce them through portfolio diversification, credit analysis, and attention to trends in the economy, industries, and financial markets. Should we determine that any of these securities may be illiquid, they would be subject to the Fund's restriction on illiquid securities.
Counterparty risk
If a fund enters into a derivative contract (such as a swap, futures, or options contract) or a repurchase agreement, it will be subject to the risk that the counterparty to such a contract or agreement may fail to perform its obligations under the contract or agreement due to financial difficulties (such as a bankruptcy or reorganization). As a result, the fund may experience significant delays in obtaining any recovery, may obtain only a limited recovery, or may obtain no recovery at all.
How the Fund strives to manage it: The Fund tries to minimize this risk by considering the creditworthiness of all parties before it enters into transactions with them. The Fund will hold collateral from counterparties consistent with applicable regulations.
Zero coupon and pay-in-kind bonds
Zero coupon and pay-in-kind (PIK) bonds are generally considered to be more interest sensitive than income-bearing bonds, to be more speculative than interest-bearing bonds, and to have certain tax consequences that could, under certain circumstances, be adverse to a fund. For example, a fund accrues, and is required to distribute to shareholders, income on its zero coupon bonds. However, a fund may not receive the cash associated with this income until the bonds are sold or mature. If a fund does not have sufficient cash to make the required distribution of accrued income, the Fund could be required to sell other securities in its portfolio or to borrow to generate the cash required.
How the Fund strives to manage it: The Fund may invest in zero coupon and PIK bonds to the extent consistent with its investment objective. We cannot eliminate the risks of zero coupon bonds, but we do try to address them by monitoring economic conditions, especially interest rate trends and their potential impact on the Fund.
Valuation risk
A less liquid secondary market as described above can make it more difficult for a fund to obtain precise valuations of the high yield securities in its portfolio. During periods of reduced liquidity, judgment plays a greater role in valuing high yield securities.
How the Fund strives to manage it: We will strive to manage this risk by carefully evaluating individual bonds and by limiting the amount of the Fund's assets that can be allocated to privately placed high yield securities.
High yield corporate bond risk
High yield corporate bonds (commonly known as junk bonds), while generally having higher yields, are subject to reduced creditworthiness of issuers, increased risks of default, and a more limited and less liquid secondary market than higher-rated securities. These securities are subject to greater price volatility and risk of loss of income and principal than are higher rated securities. Lower rated and unrated fixed income securities tend to reflect short-term corporate and market developments to a greater extent than higher rated fixed income securities, which react primarily to fluctuations in the general level of interest rates. Fixed income securities of this type are considered to be of poor standing and primarily speculative. Such securities are subject to a substantial degree of credit risk.
How the Fund strives to manage it: The Fund limits investments in high yield corporate bonds to 20% of its net assets. The Manager also attempts to reduce the risk associated with investment in high yield debt securities through portfolio diversification, credit analysis, and attention to trends in the economy, industries, and financial markets.
Disclosure of portfolio holdings information
A description of the Fund's policies and procedures with respect to the disclosure of its portfolio securities is available in the SAI.
Delaware Management Company (Manager) is a series of Delaware Management Business Trust, which is a subsidiary of Delaware Management Holdings, Inc. (DMHI). DMHI is a wholly owned subsidiary of Macquarie Group Ltd. The Manager makes investment decisions for the Fund, manages the Fund's business affairs, and provides daily administrative services. For its services to the Fund, the Manager was paid aggregate fees, net of fee waivers, of 0.47% of the Fund's average daily net assets during the last fiscal year.
Voluntary waivers. The Manager is voluntarily waiving its investment advisory fees and/or paying expenses (excluding any 12b-1 plan and certain other expenses) to the extent necessary to prevent total annual fund operating expenses from exceeding 0.70% of the Fund's average daily net assets from April 29, 2011 until such time as the voluntary waiver is discontinued. After giving effect to the Manager's voluntary waivers, the total net annual funds operating expense is 0.70%. The Manager's voluntary waivers and/or reimbursements may be discontinued at any time because they are voluntary.
The Fund's investment advisory contract is still in its initial two-year term. A discussion of the basis for the Board's approval of the investment advisory contract is available in the Fund's annual report to shareholders for the period ended December 31, 2009.
Paul Grillo and Roger Early have day-to-day responsibilities for making investment decisions for the Fund.
Paul Grillo, CFA,
Senior Vice President, Co-Chief Investment Officer — Total Return Fixed Income Strategy
Paul Grillo is a member of the firm's taxable fixed income portfolio management team with primary responsibility for portfolio
construction and strategic asset allocation. He is also a member of the firm's asset allocation committee, which is responsible
for building and managing multi-asset class portfolios. He joined Delaware Investments in 1992 as a mortgage-backed and asset-backed
securities analyst, assuming portfolio management responsibilities in the mid-1990s. Grillo serves as co-lead portfolio manager
for the firm's Diversified Income products and has been influential in the growth and distribution of the firm's multisector
strategies. Prior to joining Delaware Investments, Grillo served as a mortgage strategist and trader at Dreyfus Corporation.
He also worked as a mortgage strategist and portfolio manager at Chemical Investment Group and as a financial analyst at Chemical
Bank. Grillo holds a bachelor's degree in business management from North Carolina State University and an MBA with a concentration
in finance from Pace University.
Roger A. Early, CPA, CFA, CFP,
Senior Vice President, Co-Chief Investment Officer — Total Return Fixed Income Strategy
Roger A. Early rejoined Delaware Investments in March 2007 as a member of the firm's taxable fixed income portfolio management
team, with primary responsibility for portfolio construction and strategic asset allocation. During his previous time at the
firm, from 1994 to 2001, he was a senior portfolio manager in the same area, and he left Delaware Investments as head of its
U.S. investment grade fixed income group. In recent years, Early was a senior portfolio manager at Chartwell Investment Partners
and Rittenhouse Financial and served as the chief investment officer for fixed income at Turner Investments. Prior to joining
Delaware Investments in 1994, he worked for more than 10 years at Federated Investors where he managed more than $25 billion
in mutual fund and institutional portfolios in the short-term and investment grade markets. He left the firm as head of institutional
fixed income management. Earlier in his career, he held management positions with the Federal Reserve Bank, PNC Financial,
Touche Ross, and Rockwell International. Early earned his bachelor's degree in economics from The Wharton School of the University
of Pennsylvania and an MBA with concentrations in finance and accounting from the University of Pittsburgh. He is a member
of the CFA Society of Philadelphia.
The SAI provides additional information about the portfolio managers' compensation, other accounts managed by the portfolio managers, and the portfolio managers' ownership of Fund shares.
The Fund and the Manager have received an exemptive order from the U.S. Securities and Exchange Commission (SEC) to operate under a manager of managers structure that permits the Manager, with the approval of the Board, to appoint and replace sub-advisors, enter into sub-advisory agreements, and materially amend and terminate sub-advisory agreements on behalf of the Fund without shareholder approval (Manager of Managers Structure). Under the Manager of Managers Structure, the Manager has ultimate responsibility, subject to oversight by the Fund's Board, for overseeing the Fund's sub-advisors and recommending to the Board their hiring, termination, or replacement. The SEC order does not apply to any sub-advisor that is affiliated with the Fund or the Manager. While the Manager does not currently expect to use the Manager of Managers Structure with respect to the Fund, the Manager may, in the future, recommend to the Fund's Board the establishment of the Manager of Managers Structure by recommending the hiring of one or more sub-advisors to manage all or a portion of the Fund's portfolio.
The Manager of Managers Structure enables the Fund to operate with greater efficiency and without incurring the expense and delays associated with obtaining shareholder approvals for matters relating to sub-advisors or sub-advisory agreements. The Manager of Managers Structure does not permit an increase in the overall management and advisory fees payable by the Fund without shareholder approval. Shareholders will be notified of any changes made to sub-advisors or sub-advisory agreements within 90 days of the changes.
Board of trustees: A mutual fund is governed by a board of trustees, which has oversight responsibility for the management of the fund's business affairs. Trustees establish procedures and oversee and review the performance of the fund's service providers. The Fund relies on certain exemptive rules adopted by the SEC that require the board of trustees to be composed of a majority of trustees independent of a fund's investment manager and distributor.
Investment manager: An investment manager is a company responsible for selecting portfolio investments consistent with the objective and policies stated in the mutual fund's prospectus. A written contract between a mutual fund and its investment manager specifies the services the investment manager performs and the fee the manager is entitled to receive.
Portfolio managers: Portfolio managers make investment decisions for individual portfolios.
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Distributor: Most mutual funds continuously offer new shares to the public through distributors that are regulated as broker/dealers and are subject to the Financial Industry Regulatory Authority (FINRA) rules governing mutual fund sales practices.
Service agent: Mutual fund companies employ service agents (sometimes called transfer agents) to maintain records of shareholder accounts, calculate and disburse dividends and capital gains, and prepare and mail shareholder statements and tax information, among other functions. Many service agents also provide customer service to shareholders.
Custodian: Mutual funds are legally required to protect their portfolio securities and most funds place them with a qualified bank custodian that segregates fund securities from other bank assets.
Shareholders: Mutual fund shareholders have specific voting rights on matters such as material changes in the terms of a fund's management contract and changes to fundamental investment policies.
Institutional Class shares are available for purchase only by the following:
retirement plans introduced by persons not associated with brokers or dealers that are primarily engaged in the retail securities business and rollover IRAs from such plans;
tax-exempt employee benefit plans of the Manager or its affiliates and of securities dealer firms with a selling agreement with the Distributor;
institutional advisory clients (including mutual funds) of the Manager or its affiliates, as well as those clients' affiliates, and their corporate sponsors, subsidiaries, related employee benefit plans, and rollover IRAs of, or from, such institutional advisory accounts;
a bank, trust company, or similar financial institution investing for its own account or for the account of its trust customers for whom the financial institution is exercising investment discretion in purchasing shares of the Class, except where the investment is part of a program that requires payment to the financial institution of a Rule 12b-1 Plan fee;
RIAs investing on behalf of clients that consist solely of institutions and high net worth individuals having at least $1 million entrusted to an RIA for investment purposes (use of the Institutional Class shares is restricted to RIAs who are not affiliated or associated with a broker or dealer and who derive compensation for their services exclusively from their advisory clients);
certain plans qualified under Section 529 of the Code, for which the the Manager, Distributor, or the Fund's service agent, or one or more of their affiliates, provide record keeping, administrative, investment management, marketing, distribution, or similar services;
programs sponsored by and/or controlled by financial intermediaries where: (1) such programs allow or require the purchase of Institutional Class shares; (2) the financial intermediary has entered into an agreement covering the arrangement with the Distributor and/or the Fund's transfer agent; and (3) the financial intermediary (i) charges clients an ongoing fee for advisory, investment consulting or similar services, or (ii) offers the Institutional Class shares through a no-commission network or platform; or
private investment vehicles, including, but not limited to, foundations and endowments.
The Distributor and its affiliates may pay additional compensation (at their own expense and not as an expense of the Fund) to certain affiliated or unaffiliated brokers, dealers, or other financial intermediaries (Financial Intermediaries) in connection with the sale or retention of Fund shares and/or shareholder servicing, including providing the Fund with "shelf space" or a higher profile with the Financial Intermediaries' consultants, salespersons, and customers (distribution assistance). The level of payments made to a qualifying Financial Intermediary in any given year will vary. To the extent permitted by SEC and FINRA rules and other applicable laws and regulations, the Distributor may pay, or allow its affiliates to pay, other promotional incentives or payments to Financial Intermediaries.
If a mutual fund sponsor or distributor makes greater payments for distribution assistance to your Financial Intermediary with respect to distribution of shares of that particular mutual fund than sponsors or distributors of other mutual funds make to your Financial Intermediary with respect to the distribution of the shares of their mutual funds, your Financial Intermediary and its salespersons may have a financial incentive to favor sales of shares of the mutual fund making the higher payments over shares of other mutual funds or over other investment options. In addition, depending on the arrangements in place at any particular time, a Financial Intermediary may also have a financial incentive for recommending a particular share class over other share classes. You should consult with your Financial Intermediary and review carefully any disclosure provided by such Financial Intermediary as to compensation it receives in connection with investment products it recommends or sells to you. In certain instances, the payments could be significant and may cause a conflict of interest for your Financial Intermediary. Any such payments will not change the NAV or the price of the Fund's shares.
For more information, please see the SAI.
By mail
Complete an investment slip and mail it with your check, made payable to the fund and class of shares you wish to purchase, to Delaware Investments at P.O. Box 219691, Kansas City, MO 64121-9691 or 430 W. 7th Street, Kansas City, MO 64105-1407 for investments by overnight courier service. If you are making an initial purchase by mail, you must include a completed investment application (or an appropriate retirement plan application if you are opening a retirement account) with your check.
Please note that purchase orders submitted by mail will not be accepted until such orders are received by Delaware Investments
at P.O. Box 219691, Kansas City, MO 64121-9691 for investments by regular mail or 430 W. 7th Street, Kansas City, MO 64105-1407
for investments
by overnight courier service. Please do not send purchase orders to 2005 Market Street, Philadelphia, PA 19103-7094.
By wire
Ask your bank to wire the amount you want to invest to The Bank of New York Mellon, ABA #021000018, bank account number 8900403748. Include your account number and the name of the fund and class of shares in which you want to invest. If you are making an initial purchase by wire, you must first call us at 800 362-7500 so we can assign you an account number.
By exchange
You may exchange all or part of your investment in one or more Delaware Investments ® Funds for shares of other Delaware Investments ® Funds. Please keep in mind, however, that you may not exchange your shares for Class A shares, other than Delaware Cash Reserve ® Fund. You may not exchange shares for Class B, Class C, or Class R shares. To open an account by exchange, call your Client Services Representative at 800 362-7500.
Through your financial advisor
Your financial advisor can handle all the details of purchasing shares, including opening an account. Your financial advisor may charge a separate fee for this service.
The price you pay for shares will depend on when we receive your purchase order. If an authorized agent or we receive your order before the close of regular trading on the NYSE, which is normally 4:00 p.m. Eastern time, you will pay that day's closing share price, which is based on the Fund's NAV. If your order is received after the close of regular trading on the NYSE, you will pay the next Business Day's price. We reserve the right to reject any purchase order.
We determine the NAV per share for each class of the Fund at the close of regular trading on the NYSE on each Business Day. The NAV per share for each class of the Fund is calculated by subtracting the liabilities of each class from its total assets and dividing the resulting number by the number of shares outstanding for that class. We generally price securities and other assets for which market quotations are readily available at their market value. For a fund that invests primarily in foreign securities, the fund's NAV may change on days when a shareholder will not be able to purchase or redeem fund shares because foreign markets are open at times and on days when U.S. markets are not. We price fixed income securities on the basis of valuations provided to us by an independent pricing service that uses methods approved by the Board. For all other securities, we use methods approved by the Board that are designed to price securities at their fair market value.
When the Fund uses fair value pricing, it may take into account any factors it deems appropriate. The Fund may determine fair value based upon developments related to a specific security, current valuations of foreign stock indices (as reflected in U.S. futures markets), and/or U.S. sector or broad stock market indices. The price of securities used by the Fund to calculate its NAV may differ from quoted or published prices for the same securities. Fair value pricing may involve subjective judgments and it is possible that the fair value determined for a security is materially different than the value that could be realized upon the sale of that security.
The Fund anticipates using fair value pricing for securities primarily traded on U.S. exchanges only under very limited circumstances, such as the early closing of the exchange on which a security is traded or suspension of trading in the security. The Fund may use fair value pricing more frequently for securities traded primarily in non-U.S. markets because, among other things, most foreign markets close well before the Fund values its securities at 4:00 p.m. Eastern time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. To account for this, the Fund may frequently value many foreign equity securities using fair value prices based on third-party vendor modeling tools to the extent available.
The Board has delegated responsibility for valuing the Fund's assets to a Pricing Committee of the Manager, which operates under the policies and procedures approved by the Board and which is subject to the Board's oversight.
If you have an account in the same Delaware Investments® Fund as another person or entity at your address, we send one copy of the Fund's prospectus and annual and semiannual reports to that address, unless you opt otherwise. This will help us reduce the printing and mailing expenses associated with the Fund. We will continue to send one copy of each of these documents to that address until you notify us that you wish to receive individual materials. If you wish to receive individual materials, please call your Client Services Representative at 800 362-7500. We will begin sending you individual copies of these documents 30 days after receiving your request.
By mail
You may redeem your shares by mail by writing to: Delaware Investments at P.O. Box 219691, Kansas City, MO 64121-9691 or 430 W. 7th Street, Kansas City, MO 64105-1407 for redemptions by overnight courier service. All owners of the account must sign the request. For redemptions of more than $100,000, you must include a signature guarantee for each owner. Signature guarantees are also required when redemption proceeds are going to an address other than the address of record on the account.
Please note that redemption orders submitted by mail will not be accepted until such orders are received by Delaware Investments at P.O. Box 219691, Kansas City, MO 64121-9691 for redemptions by regular mail or 430 W. 7th Street, Kansas City, MO 64105-1407 for redemptions by overnight courier service. Please do not send redemption requests to 2005 Market Street, Philadelphia, PA 19103-7094.
By telephone
You may redeem up to $100,000 of your shares by telephone. You may have the proceeds sent to you by check, or, if you redeem at least $1,000 of shares, you may have the proceeds sent directly to your bank by wire. If you request a wire deposit, a bank wire fee may be deducted from your proceeds. Bank information must be on file before you request a wire redemption.
By wire
You may redeem $1,000 or more of your shares and have the proceeds deposited directly to your bank account, normally the next Business Day after we receive your request. If you request a wire deposit, a bank wire fee may be deducted from your proceeds. Bank information must be on file before you request a wire redemption.
Through your financial advisor
Your financial advisor can handle all the details of redeeming your shares (selling them back to the Fund). Your financial advisor may charge a separate fee for this service.
If you hold your shares in certificates, you must submit the certificates with your request to sell the shares. We recommend that you send your certificates by certified mail.
When you send us a properly completed request to redeem or exchange shares, and an authorized agent or we receive the request before the close of regular trading on the NYSE (normally 4:00 p.m. Eastern time), you will receive the NAV next determined after we receive your request. If we receive your request after the close of regular trading on the NYSE, you will receive the NAV next determined on the next Business Day. You may also have to pay taxes on the proceeds from your sale of shares. We will send you a check, normally the next Business Day, but no later than seven days after we receive your request to sell your shares. If you purchased your shares by check, we will wait until your check has cleared, which can take up to 15 days, before we send your redemption proceeds.
Redemptions-in-kind
The Fund has reserved the right to pay for redemptions with portfolio securities under certain conditions. See the SAI for more information on redemptions-in-kind.
Please note that your account may be transferred to the appropriate state if no activity occurs in the account within the time period specified by state law.
If you redeem shares and your account balance falls below $250, the Fund may redeem your shares after 60 days' written notice to you.
You may generally exchange all or part of your shares for shares of the same class of another Delaware Investments ® Fund. If you exchange shares to a fund that has a sales charge, you will pay any applicable sales charges on your new shares. You do not pay sales charges on shares that you acquired through the reinvestment of dividends. You may have to pay taxes on your exchange. When you exchange shares, you are purchasing shares in another fund, so you should be sure to get a copy of the fund's prospectus and read it carefully before buying shares through an exchange. You may not exchange your shares for Class A shares of another Delaware Investments ® Fund, other than Delaware Cash Reserve ® Fund. You may not exchange your shares for Class B, Class C, or Class R shares of another Delaware Investments ® Fund. The Fund may refuse the purchase side of any exchange request, if, in the Manager's judgment, the Fund would be unable to invest effectively in accordance with its investment objective and policies or would otherwise potentially be adversely affected.
Frequent trading of Fund shares
The Fund discourages purchases by market timers and purchase orders (including the purchase side of exchange orders) by shareholders identified as market timers may be rejected. The Board has adopted policies and procedures designed to detect, deter, and prevent trading activity detrimental to the Fund and its shareholders, such as market timing. The Fund will consider anyone who follows a pattern of market timing in any Delaware Investments ® Fund or the Optimum Fund Trust to be a market timer and may consider anyone who has followed a similar pattern of market timing at an unaffiliated fund family to be a market timer.
Market timing of a fund occurs when investors make consecutive, rapid, short-term "roundtrips" — that is, purchases into a fund followed quickly by redemptions out of that fund. A short-term roundtrip is any redemption of fund shares within 20 Business Days of a purchase of that fund's shares. If you make a second such short-term roundtrip in a fund within 90 rolling calendar days as a previous short-term roundtrip in that fund, you may be considered a market timer. In determining whether market timing has occurred, the Fund will consider short-term roundtrips to include rapid purchases and sales of Fund shares through the exchange privilege. The Fund reserves the right to consider other trading patterns to be market timing.
Your ability to use the Fund's exchange privilege may be limited if you are identified as a market timer. If you are identified as a market timer, we will execute the redemption side of your exchange order but may refuse the purchase side of your exchange order. The Fund reserves the right to restrict or reject, without prior notice, any purchase order or exchange order for any reason, including any purchase order or exchange order accepted by any shareholder's financial intermediary or in any omnibus-type account. Transactions placed in violation of the Fund's market timing policy are not necessarily deemed accepted by the Fund and may be rejected by the Fund on the next Business Day following receipt by the Fund.
Redemptions will continue to be permitted in accordance with the Fund's current prospectus. A redemption of shares under these circumstances could be costly to a shareholder if, for example, the shares have declined in value, the shareholder recently paid a front-end sales charge, the shares are subject to a CDSC, or the sale results in adverse tax consequences. To avoid this risk, a shareholder should carefully monitor the purchases, sales, and exchanges of Fund shares and avoid frequent trading in Fund shares.
The Fund reserves the right to modify this policy at any time without notice, including modifications to the Fund's monitoring procedures and the procedures to close accounts to new purchases. Although the implementation of this policy involves judgments that are inherently subjective and may be selectively applied, we seek to make judgments and applications that are consistent with the interests of the Fund's shareholders. While we will take actions designed to detect and prevent market timing, there can be no assurance that such trading activity will be completely eliminated. Moreover, the Fund's market timing policy does not require the Fund to take action in response to frequent trading activity. If the Fund elects not to take any action in response to frequent trading, such frequent trading activity could continue.
Risks of market timing
By realizing profits through short-term trading, shareholders that engage in rapid purchases and sales or exchanges of the Fund's shares dilute the value of shares held by long-term shareholders. Volatility resulting from excessive purchases and sales or exchanges of Fund shares, especially involving large dollar amounts, may disrupt efficient portfolio management. In particular, the Fund may have difficulty implementing its long-term investment strategies if it is forced to maintain a higher level of its assets in cash to accommodate significant short-term trading activity. Excessive purchases and sales or exchanges of the Fund's shares may also force the Fund to sell portfolio securities at inopportune times to raise cash to accommodate short-term trading activity. This could adversely affect the Fund's performance, if, for example, the Fund incurs increased brokerage costs and realization of taxable capital gains without attaining any investment advantage.
A fund that invests significantly in foreign securities may be particularly susceptible to short-term trading strategies. This is because foreign securities are typically traded on markets that close well before the time a fund calculates its NAV (normally 4:00 p.m. Eastern time). Developments that occur between the closing of the foreign market and a fund's NAV calculation may affect the value of these foreign securities. The time zone differences among international stock markets can allow a shareholder engaging in a short-term trading strategy to exploit differences in fund share prices that are based on closing prices of foreign securities established some time before a fund calculates its own share price.
Any fund that invests in securities that are thinly traded, traded infrequently, or relatively illiquid has the risk that the securities prices used to calculate the fund's NAV may not accurately reflect current market values. A shareholder may seek to engage in short-term trading to take advantage of these pricing differences. Funds that may be adversely affected by such arbitrage include, in particular, funds that significantly invest in small-cap securities, technology, and other specific industry sector securities, and in certain fixed income securities, such as high yield bonds, asset-backed securities, or municipal bonds.
Transaction monitoring procedures
The Fund, through its transfer agent, maintains surveillance procedures designed to detect excessive or short-term trading in Fund shares. This monitoring process involves several factors, which include scrutinizing transactions in Fund shares for violations of the Fund's market timing policy or other patterns of short-term or excessive trading. For purposes of these transaction monitoring procedures, the Fund may consider trading activity by multiple accounts under common ownership, control, or influence to be trading by a single entity. Trading activity identified by these factors, or as a result of any other available information, will be evaluated to determine whether such activity might constitute market timing. These procedures may be modified from time to time to improve the detection of excessive or short-term trading or to address other concerns. Such changes may be necessary or appropriate, for example, to deal with issues specific to certain retirement plans; plan exchange limits; U.S. Department of Labor regulations; certain automated or pre-established exchange, asset-allocation, or dollar cost averaging programs; or omnibus account arrangements.
Omnibus account arrangements are common forms of holding shares of the Fund, particularly among certain broker/dealers and other financial intermediaries, including sponsors of retirement plans and variable insurance products. The Fund will attempt to have financial intermediaries apply the Fund's monitoring procedures to these omnibus accounts and to the individual participants in such accounts. However, to the extent that a financial intermediary is not able or willing to monitor or enforce the Fund's frequent trading policy with respect to an omnibus account, the Fund or its agents may require the financial intermediary to impose its frequent trading policy, rather than the Fund's policy, to shareholders investing in the Fund through the financial intermediary.
A financial intermediary may impose different requirements or have additional restrictions on the frequency of trading than the Fund. Such restrictions may include, without limitation, requiring the trades to be placed by U.S. mail, prohibiting purchases for a designated period of time (typically 30 to 90 days) by investors who have recently purchased or redeemed Fund shares, and similar restrictions. The Fund's ability to impose such restrictions with respect to accounts traded through particular financial intermediaries may vary depending on systems capabilities, applicable contractual and legal restrictions, and cooperation of those financial intermediaries.
You should consult your financial intermediary regarding the application of such restrictions and to determine whether your financial intermediary imposes any additional or different limitations. In an effort to discourage market timers in such accounts, the Fund may consider enforcement against market timers at the participant level and at the omnibus level, up to and including termination of the omnibus account's authorization to purchase Fund shares.
Limitations on ability to detect and curtail market timing
Shareholders seeking to engage in market timing may employ a variety of strategies to avoid detection and, despite the efforts of the Fund and its agents to detect market timing in Fund shares, there is no guarantee that the Fund will be able to identify these shareholders or curtail their trading practices. In particular, the Fund may not be able to detect market timing attributable to a particular investor who effects purchase, redemption, and/or exchange activity in Fund shares through omnibus accounts. The difficulty of detecting market timing may be further compounded if these entities utilize multiple tiers or omnibus accounts.
Dividends, distributions, and taxes
Dividends and distributions
The Fund intends to qualify each year as a regulated investment company under the Code. As a regulated investment company, the Fund generally pays no federal income tax on the income and gains it distributes to you. The Fund expects to declare dividends daily and distribute all of its net investment income, if any, to shareholders as dividends monthly. The Fund will distribute net realized capital gains, if any, at least annually, usually in December. The Fund may distribute such income dividends and capital gains more frequently, if necessary, in order to reduce or eliminate federal excise or income taxes on the Fund. The amount of any distribution will vary, and there is no guarantee the Fund will pay either an income dividend or a capital gains distribution. We automatically reinvest all dividends and any capital gains, unless you direct us to do otherwise.
Annual statements
Each year, the Fund will send you an annual statement (Form 1099) of your account activity to assist you in completing your federal, state and local tax returns. Distributions declared in December to shareholders of record in such month, but paid in January, are taxable as if they were paid in December. Prior to issuing your statement, the Fund makes every effort to search for reclassified income to reduce the number of corrected forms mailed to shareholders. However, when necessary, the Fund will send you a corrected Form 1099 to reflect reclassified information.
Avoid "buying a dividend"
At the time you purchase your Fund shares, the Fund's net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. For taxable investors, a subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. Buying shares in the Fund just before it declares an income dividend or capital gains distribution is sometimes known as "buying a dividend."
Tax considerations
Fund distributions. The Fund expects, based on its investment objective and strategies, that its distributions, if any, will be taxable as ordinary income, capital gains, or some combination of both. This is true whether you reinvest your distributions in additional Fund shares or receive them in cash.
For federal income tax purposes, Fund distributions of short-term capital gains are taxable to you as ordinary income. Fund distributions of long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your shares. With respect to taxable years of the Fund beginning before January 1, 2013, unless such provision is extended or made permanent, a portion of income dividends designated by the Fund may be qualified dividend income eligible for taxation by individual shareholders at long-term capital gain rates provided certain holding period requirements are met. Because the income of the Fund primarily is derived from investments earning interest rather than dividend income, generally none or only a small portion of the income dividends paid to you by the Fund is anticipated to be qualified dividend income eligible for taxation by individuals at long-term capital gain tax rates.
Sale or redemption of Fund shares . A sale or redemption of Fund shares is a taxable event and, accordingly, a capital gain or loss may be recognized. For tax purposes, an exchange of your Fund shares for shares of a different Delaware Investments® Fund is the same as a sale.
Backup withholding . By law, if you do not provide the Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. The Fund also must withhold if the Internal Revenue Service instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
State and local taxes . Fund distributions and gains from the sale or exchange of your Fund shares generally are subject to state and local taxes.
Non-U.S. Investors . Non-U.S. investors may be subject to U.S. withholding tax at a 30% or lower treaty rate and U.S. estate tax and are subject to special U.S. tax certification requirements to avoid backup withholding and claim any treaty benefits. Exemptions from U.S. withholding tax are provided for capital gain dividends paid by the Fund from long-term capital gains, if any, and, with respect to taxable years of the Fund that began before January 1, 2012 (unless such sunset date is extended or made permanent), interest-related dividends paid by the Fund from its qualified net interest income from U.S. sources and short-term capital gain dividends. However, notwithstanding such exemptions from U.S. withholding at the source, any such dividends and distributions of income and capital gains will be subject to backup withholding at a rate of 28% if you fail to properly certify that you are not a U.S. person.
This discussion of "Dividends, distributions, and taxes" is not intended or written to be used as tax advice. Because everyone's tax situation is unique, you should consult your tax professional about federal, state, local, or foreign tax consequences before making an investment in the Fund.
Certain management considerations
Investments by funds of funds and similar investment vehicles
The Fund may accept investments from funds of funds, as well as from similar investment vehicles, such as 529 Plans. A "529 Plan" is a college savings program that operates under Section 529 of the Code. From time to time, the Fund may experience large investments or redemptions due to allocations or rebalancings by these funds of funds and/or similar investment vehicles. While it is impossible to predict the overall impact of these transactions over time, there could be adverse effects on portfolio management. For example, the Fund may be required to sell securities or invest cash at times when it would not otherwise do so. These transactions could also have tax consequences if sales of securities result in gains, and could also increase transaction costs or portfolio turnover.
The financial highlights table is intended to help you understand the Fund's financial performance for the past five years.
Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate
that an investor would have earned or lost on an investment in the Fund (assuming reinvestment of all dividends and distributions).
The information for the 2010 fiscal year has been audited by PricewaterhouseCoopers LLP, an independent registered public
accounting firm, whose report, along with the Fund's financial statements, is included in the annual report, which is available
upon request by calling 800 362-7500. For the fiscal years prior to 2010, the Fund's prior independent registered public accounting
Delaware Limited-Term Diversified Income Fund
Institutional Class Shares | 2010 | 2009 | 2008 | 2007 | Year ended Dec. 31, 2006 |
Net asset value, beginning of period | $8.870 | $8.180 | $8.340 | $8.210 | $8.270 |
Income (loss) from investment operations: | |||||
Net investment income 1 | 0.206 | 0.341 | 0.306 | 0.322 | 0.297 |
Net realized and unrealized gain (loss) on investments and foreign currencies | 0.143 | 0.700 | (0.111) | 0.199 | 0.019 |
Total from investment operations | 0.349 | 1.041 | 0.195 | 0.521 | 0.316 |
Less dividends and distributions from: | |||||
Net investment income | (0.156) | (0.351) | (0.355) | (0.391) | (0.376) |
Net realized gain on investments | (0.143) | - | - | - | - |
Total dividends and distributions | (0.299) | (0.351) | (0.355) | (0.391) | (0.376) |
Net asset value, end of period | $8.920 | $8.870 | $8.180 | $8.340 | $8.210 |
Total return 2 | 3.97% | 12.93% | 2.37% | 6.52% | 3.92% |
Ratios and supplemental data: | |||||
Net assets, end of period (000 omitted) | $390,769 | $68,659 | $7,420 | $9,298 | $21,873 |
Ratio of expenses to average net assets | 0.68% | 0.69% | 0.69% | 0.68% | 0.66% |
Ratio of expenses to average net assets prior to fees waived and expense paid indirectly | 0.68% | 0.74% | 0.82% | 0.82% | 0.84% |
Ratio of net investment income to average net assets | 2.29% | 3.93% | 3.70% | 3.92% | 3.61% |
Ratio of net investment income to average net assets prior to fees waived and expense paid indirectly | 2.29% | 3.88% | 3.57% | 3.78% | 3.43% |
Portfolio turnover | 411% | 287% | 351% | 236% | 276% |
1 |
The average shares outstanding method has been applied for per share information for the years ended December 31, 2010, 2009, 2008, and 2007. |
2 |
Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total investment return during some of the periods shown reflects a waiver by the manager. Performance would have been lower had the waiver not been in effect. |
How to read the financial highlights
Net investment income (loss)
Net investment income (loss) includes dividend and interest income earned from a fund's investments; it is calculated after
expenses have been deducted.
Net realized and unrealized gain (loss) on investments
A realized gain occurs when we sell an investment at a profit, while a realized loss occurs when we sell an investment at
a loss. When an investment increases or decreases in value but we do not sell it, we record an unrealized gain or loss. The
amount of realized gain per share, if any, that we pay to shareholders would be listed under "Less dividends and distributions
from: Net realized gain on investments."
Net asset value (NAV)
This is the value of a mutual fund share, calculated by dividing the net assets by the number of shares outstanding.
Total return
This represents the rate that an investor would have earned or lost on an investment in a fund. In calculating this figure
for the financial highlights table, we include applicable fee waivers, exclude front-end sales charges and contingent deferred
sales charges, and assume the shareholder has reinvested all dividends and realized gains.
Net assets
Net assets represent the total value of all the assets in a fund's portfolio, less any liabilities, that are attributable
to that class of the fund.
Ratio of expenses to average net assets
The expense ratio is the percentage of net assets that a fund pays annually for operating expenses and management fees. These
expenses include accounting and administration expenses, services for shareholders, and similar expenses.
Ratio of net investment income (loss) to average net assets
We determine this ratio by dividing net investment income (loss) by average net assets.
Portfolio turnover
This figure tells you the amount of trading activity in a fund's portfolio. A turnover rate of 100% would occur if, for example,
a fund bought and sold all of the securities in its portfolio once in the course of a year or frequently traded a single security.
A high rate of portfolio turnover in any year may increase brokerage commissions paid and could generate taxes for shareholders
on realized investment gains.
Web site: www.delawareinvestments.com
E-mail: service@delinvest.com
Client Services Representative: 800 362-7500
Delaphone Service: 800 362-FUND (800 362-3863)
For convenient access to account information or current performance information on all Delaware Investments ® Funds seven days a week, 24 hours a day, use this touch-tone service.
Additional information about the Fund's investments
is available in its annual and semiannual shareholder reports. In the Fund's annual shareholder report, you will find a discussion
of the market conditions and investment strategies that significantly affected the Fund's performance during the period covered
by the report. You can find more information about the Fund in its current SAI, which is filed electronically with the SEC,
and which is legally a part of this Prospectus (it is incorporated by reference). To receive a free copy of the SAI, or the
annual or semiannual report, or if you have any questions about investing in the Fund,
You can find reports and other information about the Fund on the EDGAR database on the SEC web site (www.sec.gov). You can
get copies of this information, after paying a duplication fee, by e-mailing the SEC at publicinfo@sec.gov or by writing to
the Public Reference Section of the SEC,
PR-047 [12/10] PDF 16444 [4/11] Investment Company Act number: 811-03363 |
Nasdaq tickers | |
Class A | DTRIX |
Class B | DTIBX |
Class C | DTICX |
Class R | DLTRX |
Institutional Class | DTINX |
TABLE OF CONTENTS | |||
Page | Page | ||
Organization and Classification | 2 | Purchasing Shares | 45 |
Investment Objective, Restrictions, and Policies | 2 | Investment Plans | 55 |
Investment Strategies and Risks | 4 | Determining Offering Price and Net Asset Value | 58 |
Disclosure of Portfolio Holdings Information | 26 | Redemption and Exchange | 59 |
Management of the Trust | 27 | Distributions and Taxes | 66 |
Investment Manager and Other Service Providers | 36 | Performance Information | 80 |
Portfolio Managers | 39 | Financial Statements | 80 |
Trading Practices and Brokerage | 42 | Principal Holders | 81 |
Capital Structure | 44 | Appendix A — Description of Ratings | 83 |
ORGANIZATION AND CLASSIFICATION |
INVESTMENT OBJECTIVE, RESTRICTIONS, AND POLICIES |
INVESTMENT STRATEGIES AND RISKS |
DISCLOSURE OF PORTFOLIO HOLDINGS INFORMATION |
MANAGEMENT OF THE TRUST |
Number of Funds in | |||||
Name, Address, and | Position(s) Held | Length of Time | Principal Occupation(s) | Fund Complex | Other Directorships |
Birthdate | with the Trust | Served | During Past 5 Years | Overseen by Trustee | Held by Trustee |
Interested Trustees | |||||
Patrick P. Coyne 1 | Chairman, | Chairman and | Patrick P. Coyne has | 77 | Director — Kaydon |
2005 Market Street | President, Chief | Trustee since | served in various | Corp. | |
Philadelphia, PA 19103 | Executive Officer, | August 16, | executive capacities | ||
and Trustee | 2006 | at different times at | Board of Governors | ||
April 1963 | Delaware Investments. 2 | Member — | |||
President and | Investment Company | ||||
Chief Executive | Institute (ICI) | ||||
Officer since | |||||
August 1, 2006 | Finance Committee | ||||
Member — St. John | |||||
Vianney Roman | |||||
Catholic Church | |||||
Board of Trustees — | |||||
Agnes Irwin School | |||||
Member of | |||||
Investment | |||||
Committee — Cradle | |||||
of Liberty Council, | |||||
BSA | |||||
(2007–2010) | |||||
Number of Funds in | |||||
Name, Address, and | Position(s) Held | Length of | Principal Occupation(s) During | Fund Complex | Other Directorships |
Birthdate | with the Trust | Time Served | Past 5 Years | Overseen by Trustee | Held by Trustee |
Independent Trustees | |||||
Thomas L. Bennett | Trustee | Since March | Private Investor — | 77 | Director — Bryn |
2005 Market Street | 2005 | (March 2004–Present) | Mawr Bank Corp. | ||
Philadelphia, PA 19103 | (BMTC) | ||||
Investment Manager — | |||||
October 1947 | Morgan Stanley & Co. | Chairman of | |||
(January 1984–March 2004) | Investment | ||||
Committee — | |||||
Pennsylvania | |||||
Academy of Fine | |||||
Arts | |||||
Investment | |||||
Committee and | |||||
Governance | |||||
Committee Member | |||||
— Pennsylvania | |||||
Horticultural Society | |||||
John A. Fry | Trustee | Since January | President — Drexel University | 77 | Member — Board of |
2005 Market Street | 2001 | (August 2010–Present) | Governors NASDAQ | ||
Philadelphia, PA 19103 | OMX PHLX LLC | ||||
President — | |||||
May 1960 | Franklin & Marshall College | Director — | |||
(July 2002–July 2010) | Community Health | ||||
Systems | |||||
Executive Vice President — | |||||
University of Pennsylvania | Director — Ecore | ||||
(April 1995–June 2002) | International | ||||
(2009–2010) | |||||
Director — Allied | |||||
Barton Securities | |||||
Holdings | |||||
(2005–2008) | |||||
Anthony D. Knerr | Trustee | Since April | Founder and Managing Director | 77 | None |
2005 Market Street | 1990 | — Anthony Knerr & Associates | |||
Philadelphia, PA 19103 | (Strategic Consulting) | ||||
(1990–Present) | |||||
December 1938 | |||||
Lucinda S. Landreth | Trustee | Since March | Chief Investment Officer — | 77 | None |
2005 Market Street | 2005 | Assurant, Inc. | |||
Philadelphia, PA 19103 | (Insurance) | ||||
(2002–2004) | |||||
June 1947 | |||||
Ann R. Leven | Trustee | Since October | Consultant — | 77 | Director and Audit |
2005 Market Street | 1989 | ARL Associates | Committee Chair — | ||
Philadelphia, PA 19103 | (Financial Planning) | Systemax Inc. | |||
(1983–Present) | (2001–2009) | ||||
November 1940 | |||||
Director and Audit | |||||
Committee | |||||
Chairperson — Andy | |||||
Warhol Foundation | |||||
(1999–2007) |
Number of Funds in | |||||
Name, Address, and | Position(s) Held | Length of Time | Principal Occupation(s) | Fund Complex | Other Directorships |
Birthdate | with the Trust | Served | During Past 5 Years | Overseen by Trustee | Held by Trustee |
Thomas F. Madison | Trustee | Since May | President and Chief Executive | 77 | Director and Chair of |
2005 Market Street | 1997 3 | Officer — MLM Partners, Inc. | Compensation | ||
Philadelphia, PA 19103 | (Small Business Investing and | Committee, | |||
Consulting) | Governance | ||||
February 1936 | (January 1993–Present) | Committee Member | |||
— CenterPoint | |||||
Energy | |||||
Lead Director and | |||||
Chair of Audit and | |||||
Governance | |||||
Committees, Member | |||||
of Compensation | |||||
Committee — Digital | |||||
River Inc. | |||||
Director and Chair of | |||||
Governance | |||||
Committee, Audit | |||||
Committee Member | |||||
— | |||||
Rimage Corporation | |||||
Director and Chair of | |||||
Compensation | |||||
Committee — | |||||
Spanlink | |||||
Communications | |||||
Lead Director and | |||||
Member of | |||||
Compensation and | |||||
Governance | |||||
Committees — | |||||
Valmont Industries, | |||||
Inc. | |||||
(1987–2010) | |||||
Director — Banner | |||||
Health | |||||
(1996–2007) | |||||
Janet L. Yeomans | Trustee | Since April | Vice President and Treasurer | 77 | Director — Okabena |
2005 Market Street | 1999 | (January 2006–Present) | Company | ||
Philadelphia, PA 19103 | Vice President — Mergers & | ||||
Acquisitions | |||||
July 1948 | (January 2003–January 2006), | ||||
and Vice President | |||||
(July 1995–January 2003) | |||||
3M Corporation | |||||
J. Richard Zecher | Trustee | Since March | Founder — | 77 | Director and Audit |
2005 Market Street | 2005 | Investor Analytics | Committee Member | ||
Philadelphia, PA 19103 | (Risk Management) | — Investor Analytics | |||
(May 1999–Present) | |||||
July 1940 | Director — Oxigene, | ||||
Founder — | Inc. | ||||
Sutton Asset Management | (2003–2008) | ||||
(Hedge Fund) | |||||
(September 1996–Present) |
Aggregate Dollar Range of Equity Securities in All | ||
Registered Investment Companies Overseen by | ||
Name | Dollar Range of Equity Securities in the Trust | Trustee in Family of Investment Companies |
Interested Trustee | ||
Patrick P. Coyne | Over $100,000 | Over $100,000 |
Independent Trustees | ||
Thomas L. Bennett | None | $10,001 - $50,000 |
John A. Fry | None | Over $100,000 |
Anthony D. Knerr | None | $50,001 - $100,000 |
Lucinda S. Landreth | None | Over $100,000 |
Ann R. Leven | None | Over $100,000 |
Thomas F. Madison | None | $50,001 - $100,000 |
Janet L. Yeomans | None | Over $100,000 |
J. Richard Zecher | None | Over $100,000 |
1 |
Effective January 1, 2011, each Independent Trustee/Director will receive an annual retainer fee of $131,250 for serving as a Trustee/Director for all 30 investment companies in the Delaware Investments
®
family, plus $10,000 per meeting for attending each Board Meeting in person held on behalf of all investment companies in the complex. Each Trustee shall also receive a $5,000 fee for attending telephonic meetings on behalf of the investments companies in the complex. Members of the Nominating and Corporate Governance Committee, Audit Committee, and Investments Committee receive additional compensation of $2,500 for each Committee meeting attended. In addition, the chairperson of the Audit Committee receives an annual retainer of $25,000, the chairperson of the Investments Committee receives an annual retainer of $20,000, and the chairperson of the Nominating and Corporate Governance Committee receives an annual retainer of $15,000. The Lead/Coordinating Trustee/Director of the Delaware Investments
®
Funds receives an additional annual retainer of $40,000.
|
INVESTMENT MANAGER AND OTHER SERVICE PROVIDERS |
Fiscal Year Ended | Incurred | Paid | Waived |
12/31/10 | $9,180,333 | $9,180,333 | $0 |
12/31/09 | $3,506,025 | $3,165,272 | $340,753 |
12/31/08 | $1,208,742 | $897,829 | $310,913 |
Total Amount of | Amounts Reallowed to | ||
Fiscal Year Ended | Underwriting Commission | Dealers | Net Commission to DDLP |
12/31/10 | $1,538,126 | $1,485,844 | $52,282 |
12/31/09 | $1,263,751 | $1,071,899 | $191,852 |
12/31/08 | $159,390 | $135,261 | $24,129 |
CDSC Payments | ||
Fiscal Year Ended | Class B shares | Class C shares |
12/31/10 | $893 | $147,586 |
12/31/09 | $2,928 | $48,909 |
12/31/08 | $3,538 | $5,803 |
PORTFOLIO MANAGERS |
Total Assets | ||||
No. of Accounts with | in Accounts with | |||
No. of | Total Assets | Performance-Based | Performance-Based | |
Accounts | Managed | Fees | Fees | |
Roger A. Early | ||||
Registered investment | 18 | $18.4 billion | 0 | $0 |
companies | ||||
Other pooled investment | 0 | $0 | 0 | $0 |
vehicles | ||||
Other Accounts | 45 | $5.8 billion | 1 | $546.4 million |
Paul Grillo | ||||
Registered investment | 20 | $18.0 billion | 0 | $0 |
companies | ||||
Other pooled investment | 0 | $0 | 0 | $0 |
vehicles | ||||
Other Accounts | 23 | $2.1 billion | 1 | $546.4 million |
TRADING PRACTICES AND BROKERAGE |
Brokerage | ||
Fiscal Year Ended | Commissions | |
12/31/10 | $65,676 | |
12/31/09 | $— | |
12/31/08 | $38,984 |
Name of Regular Broker/Dealer | Value of Any Securities Owned |
Morgan Stanley | $1,196,796.60 |
(Wachovia) Wells Fargo Bank | $7,163,527.75 |
CAPITAL STRUCTURE |
PURCHASING SHARES |
Class A | Class B | Class C | Class R | |
shares | shares | shares | shares | |
Advertising | $9,429 | $— | $3,974 | $— |
Annual/Semiannual Reports | $103,787 | $— | $1,150 | $345 |
Broker Sales Charges | $— | $— | $1,349,335 | $— |
Broker Trails* | $— | $3,354 | $2,068,357 | $3,598 |
Salaries & Commissions to Wholesalers | $839,131 | $— | $836,424 | $35,580 |
Interest on Broker Sales Charges | $— | $— | $65,959 | $— |
Promotional-Other | $465,159 | $— | $4,017 | $3 |
Prospectus Printing | $6,299 | $— | $2,379 | $51 |
Wholesaler Expenses | $301,134 | $5 | $523,693 | $32,997 |
Total Expenditures | $1,724,939 | $3,359 | $4,855,288 | $72,574 |
* | The broker trail amounts listed in this row are principally based on payments made to broker-dealers monthly. However, certain brokers receive trail payments quarterly. The quarterly payments are based on estimates, and the estimates may be reflected in the amounts in this row. |
INVESTMENT PLANS |
DETERMINING OFFERING PRICE AND NET ASSET VALUE |
REDEMPTION AND EXCHANGE |
DISTRIBUTIONS AND TAXES
|
(i)
|
any net capital loss, net long-term capital loss, or net short-term capital loss incurred after October 31 of the current taxable year (“post-October losses”), and
|
||
(ii) | the excess, if any, of (1) the sum of (a) specified losses incurred after October 31 of the current taxable year, and (b) other ordinary losses incurred after December 31 of the current taxable year, over (2) the sum of (a) specified gains incurred after October 31 of the current taxable year, and (b) other ordinary gains incurred after December 31 of the current taxable year. |
PERFORMANCE INFORMATION |
FINANCIAL STATEMENTS |
PRINCIPAL HOLDERS |
DELAWARE LIMITED-TERM | LINCOLN NATIONAL LIFE INS CO | 5.52% |
DIVERSIFIED INCOME FUND | 1300 S CLINTON ST | |
CLASS R | FORT WAYNE IN 46802-3506 | |
DELAWARE LIMITED-TERM | MLPF&S FOR THE SOLE | 40.40% |
DIVERSIFIED INCOME FUND | BENEFIT OF ITS CUSTOMERS | |
CLASS R | ATTENTION: FUND ADMIN | |
4800 DEER LAKE DRIVE E, FL 2 | ||
JACKSONVILLE FL 32246-6484 | ||
DELAWARE LIMITED-TERM | PRUDENTIAL INVESTMENT MGMT SVC | 19.51% |
DIVERSIFIED INCOME FUND | FBO MUTUAL FUND CLIENTS | |
INSTITUTIONAL CLASS | MAIL STOP NJ 05-11-20 | |
3 GATEWAY CENTER FL 11 | ||
100 MULBERRY ST | ||
NEWARK NJ 07102 | ||
DELAWARE LIMITED-TERM | MLPF&S FOR THE SOLE | 38.71% |
DIVERSIFIED INCOME FUND | BENEFIT OF ITS CUSTOMERS | |
INSTITUTIONAL CLASS | ATTENTION: FUND ADMIN | |
4800 DEER LAKE DRIVE E, FL 2 | ||
JACKSONVILLE FL 32246-6484 |
APPENDIX A — DESCRIPTION OF RATINGS |
Item 28.
|
Exhibits
. The following exhibits are incorporated by reference to the Registrant’s previously filed documents indicated below, except as noted:
|
|||||||
(a)
|
Articles of Incorporation.
|
|||||||
(1)
|
Executed Agreement and Declaration of Trust (December 17, 1998) incorporated into this filing by reference to Post-Effective Amendment No. 49 filed December 14, 1999.
|
|||||||
(i)
|
Executed Certificate of Amendment (November 15, 2006) to the Agreement and Declaration of Trust incorporated into this filing by reference to Post-Effective Amendment No. 60 filed April 27, 2007.
|
|||||||
(ii)
|
Executed Certificate of Amendment (February 26, 2009) to the Agreement and Declaration of Trust incorporated into this filing by reference to Post-Effective Amendment No. 65 filed February 25, 2010.
|
|||||||
(iii)
|
Executed Certificate of Amendment (August 18, 2009) to the Agreement and Declaration of Trust incorporated into this filing by reference to Post-Effective Amendment No. 65 filed February 25, 2010.
|
|||||||
(2)
|
Executed Certificate of Trust (December 17, 1998) incorporated into this filing by reference to Post-Effective Amendment No. 49 filed December 14, 1999.
|
|||||||
(b)
|
By-Laws
. Amended and Restated By-Laws (November 16, 2006) incorporated into this filing by reference to Post-Effective Amendment No. 60 filed April 27, 2007.
|
|||||||
(c)
|
Instruments Defining Rights of Security Holders
.
|
|||||||
(1)
|
Agreement and Declaration of Trust
. Articles III, IV, V and VI of the Agreement and Declaration of Trust (December 17, 1998) incorporated into this filing by reference to Post-Effective Amendment No. 49 filed December 14, 1999.
|
|||||||
(2)
|
By-Laws
. Article II of the Amended and Restated By-Laws (November 16, 2006) incorporated into this filing by reference to Post-Effective Amendment No. 60 filed April 27, 2007.
|
|||||||
(d)
|
Investment Advisory Contracts.
|
|||||||
(1)
|
Executed Investment Management Agreement (January 4, 2010) between Delaware Management Company (a series of Delaware Management Business Trust) and the Registrant incorporated into this filing by reference to Post-Effective Amendment No. 65 filed February 25, 2010.
|
|||||||
(e)
|
Underwriting Contracts
.
|
|||||||
(1)
|
Distribution Agreements.
|
(i)
|
Executed Amended and Restated Distribution Agreement (January 4, 2010) between Delaware Distributors, L.P. and the Registrant attached as Exhibit No. EX-99.e.1.i. | |||||||
(ii) | Executed Distribution Expense Limitation Letter (April 2011) between Delaware Distributors, L.P. and the Registrant attached as Exhibit No. EX-99.e.1.ii. | |||||||
(2) | Dealer’s Agreement incorporated into this filing by reference to Post-Effective Amendment No. 52 filed April 30, 2001. | |||||||
(3) | Vision Mutual Fund Gateway ® Agreement (November 2000) incorporated into this filing by reference to Post-Effective Amendment No. 54 filed February 27, 2003. | |||||||
(4) | Registered Investment Advisers Agreement (January 2001) incorporated into this filing by reference to Post-Effective Amendment No. 54 filed February 27, 2003. | |||||||
(5) | Bank/Trust Agreement (August 2004) incorporated into this filing by reference to Post- Effective Amendment No. 57 filed February 25, 2005. | |||||||
(f) | Bonus or Profit Sharing Contracts . Not applicable. | |||||||
(g) | Custodian Agreements . | |||||||
(1) | Executed Mutual Fund Custody and Services Agreement (July 20, 2007) between The Bank of New York Mellon (formerly, Mellon Bank, N.A.) and the Registrant incorporated into this filing by reference to Post-Effective Amendment No. 64 filed April 29, 2009. | |||||||
(2) | Executed Securities Lending Authorization (July 20, 2007) between The Bank of New York Mellon (formerly, Mellon Bank, N.A.) and the Registrant incorporated into this filing by reference to Post-Effective Amendment No. 62 filed November 27, 2007. | |||||||
(i) | Executed Amendment (September 22, 2009) to the Securities Lending Authorization Agreement attached as Exhibit No. EX-99.g.2.i. | |||||||
(ii) | Executed Amendment No. 2 (January 1, 2010) to the Securities Lending Authorization Agreement incorporated into this filing by reference to Post- Effective Amendment No. 65 filed February 25, 2010. | |||||||
(h) | Other Material Contracts . | |||||||
(1) | Executed Shareholder Services Agreement (April 19, 2001) between Delaware Service Company, Inc. and the Registrant on behalf of each Fund incorporated into this filing by reference to Post-Effective Amendment No. 53 filed February 28, 2002. | |||||||
(i) | Executed Letter Amendment (August 23, 2002) to the Shareholder Services Agreement incorporated into this filing by reference to Post-Effective Amendment No. 56 filed February 27, 2004. | |||||||
(ii) | Executed Schedule B (June 1, 2009) to the Shareholder Services Agreement incorporated into this filing by reference to Post-Effective Amendment No. 65 filed February 25, 2010. | |||||||
(2) | Executed Fund Accounting and Financial Administration Services Agreement (October 1, 2007) between The Bank of New York Mellon (formerly, Mellon Bank, N.A.) and the Registrant incorporated into this filing by reference to Post-Effective Amendment No. 62 filed November 27, 2007. |
(3) | Executed Fund Accounting and Financial Administration Oversight Agreement (January 4, 2010) between Delaware Service Company, Inc. and the Registrant attached as Exhibit No. EX-99.h.3. | |||||||
(i) | Amendment No. 2 (January 31, 2011) to Schedule A of the Fund Accounting and Financial Administration Oversight Agreement attached as Exhibit No. EX- 99.h.3.i. | |||||||
(i) | Legal Opinion . Opinion and Consent of Counsel (December 14, 1999) incorporated into this filing by reference to Post-Effective Amendment No. 49 filed December 14, 1999. | |||||||
(j) | Other Opinions . Consent of Independent Registered Public Accounting Firm (April 2011) attached as Exhibit No. EX-99.j. | |||||||
(k) | Omitted Financial Statements . Not applicable. | |||||||
(l) | Initial Capital Agreements . Not applicable. | |||||||
(m) | Rule 12b-1 Plan . | |||||||
(1) | Plan under Rule 12b-1 for Class A (April 19, 2001) incorporated into this filing by reference to Post-Effective Amendment No. 53 filed February 28, 2002. | |||||||
(2) | Plan under Rule 12b-1 for Class B (April 19, 2001) incorporated into this filing by reference to Post-Effective Amendment No. 53 filed February 28, 2002. | |||||||
(3) | Plan under Rule 12b-1 for Class C (April 19, 2001) incorporated into this filing by reference to Post-Effective Amendment No. 53 filed February 28, 2002. | |||||||
(4) | Plan under Rule 12b-1 for Class R (May 15, 2003) is incorporated into this filing by reference to Post-Effective Amendment No. 59 filed April 26, 2006. | |||||||
(n) | Rule 18f-3 Plan . | |||||||
(1) | Plan under Rule 18f-3 (February 18, 2010) incorporated into this filing by reference to Post-Effective Amendment No. 65 filed February 25, 2010. | |||||||
(o) | Reserved . | |||||||
(p) | Codes of Ethics . | |||||||
(1) | Code of Ethics for the Delaware Investments’ Family of Funds (February 2010) incorporated into this filing by reference to Post-Effective Amendment No. 65 filed February 25, 2010. | |||||||
(2) | Code of Ethics for Delaware Investments (Delaware Management Company, a series of Delaware Management Business Trust, and Delaware Distributors, L.P.) (February 2010) incorporated into this filing by reference to Post-Effective Amendment No. 65 filed February 25, 2010. | |||||||
(q) | Other . Powers of Attorney (May 17, 2007) incorporated into this filing by reference to Post- Effective Amendment No. 61 filed September 28, 2007. |
Name and Principal | Positions and Offices | Positions and Offices with | Other Positions and Offices |
Business Address | with Manager | Registrant | Held |
Patrick P. Coyne | President | Chairman/President/Chief | Mr. Coyne has served in various |
Executive Officer | executive capacities within | ||
Delaware Investments | |||
Director – Kaydon Corp. | |||
Michael J. Hogan | Executive Vice | Executive Vice | Mr. Hogan has served in |
President/Head of Equity | President/Head of Equity | various executive capacities | |
Investments | Investments | within Delaware Investments | |
See Yeng Quek | Executive Vice | Executive Vice | Mr. Quek has served in various |
President/Managing | President/Managing | executive capacities within | |
Director/Head of Fixed | Director, Fixed Income | Delaware Investments | |
Income | |||
Philip N. Russo | Executive Vice | None | Mr. Russo has served in various |
President/Chief | executive capacities within | ||
Administrative Officer | Delaware Investments | ||
Theodore K. Smith | Executive Vice | None | Mr. Smith has served in various |
President/Retail Product, | executive capacities within | ||
Sales, and Marketing | Delaware Investments |
Name and Principal | Positions and Offices | Positions and Offices with | Other Positions and Offices |
Business Address | with Manager | Registrant | Held |
James L. Hinkley | Senior Vice | None | Mr. Hinkley has served in |
President/Director of | various capacities within | ||
Wealth Management | Delaware Investments | ||
Jeffrey M. Kellogg | Senior Vice | Senior Vice | Mr. Kellogg has served in |
President/Mutual Funds | President/Mutual Funds | various capacities within | |
Delaware Investments | |||
Kevin P. Loome | Senior Vice | Senior Vice | Mr. Loome has served in |
President/Senior | President/Senior Portfolio | various capacities within | |
Portfolio Manager/Head | Manager/Head of High | Delaware Investments | |
of High Yield | Yield Investments | ||
Investments | |||
Christopher | Senior Vice | None | Mr. McCarthy has served in |
McCarthy | President/Sub-Advisory | various capacities within | |
Sales and Relationship | Delaware Investments | ||
Management | |||
Timothy D. | Senior Vice | None | Mr. McGarrity has served in |
McGarrity | President/Financial | various capacities within | |
Services Officer | Delaware Investments | ||
Francis X. Morris | Senior Vice | Senior Vice President/Chief | Mr. Morris has served in |
President/Chief | Investment Officer — Core | various capacities within | |
Investment Officer — | Equity | Delaware Investments | |
Core Equity | |||
Brian L. Murray, Jr. | Senior Vice | Senior Vice President/ | Mr. Murray has served in |
President/Chief | Chief Compliance Officer | various capacities within | |
Compliance Officer | Delaware Investments | ||
Susan L. Natalini | Senior Vice | None | Ms. Natalini has served in |
President/Marketing & | various capacities within | ||
Shared Services | Delaware Investments | ||
D. Tysen Nutt | Senior Vice | Senior Vice President/Chief | Mr. Nutt has served in various |
President/Chief | Investment Officer, | capacities within Delaware | |
Investment Officer, | Large Cap Value Focus | Investments | |
Large Cap Value Focus | Equity | ||
Equity | |||
Philip O. Obazee | Senior Vice | Senior Vice | Mr. Obazee has served in |
President/Structured | President/Structured | various capacities within | |
Products and Derivatives | Products and Derivatives | Delaware Investments | |
Manager | Manager | ||
David P. O’Connor | Senior Vice | Senior Vice | Mr. O’Connor has served in |
President/Strategic | President/Strategic | various executive capacities | |
Investment Relationships | Investment Relationships | within Delaware Investments | |
and Initiatives/General | and Initiatives/General | ||
Counsel | Counsel | Senior Vice President/ Strategic | |
Investment Relationships and | |||
Initiatives/ General | |||
Counsel/Chief Legal Officer – | |||
Optimum Fund Trust | |||
Jeffrey W. Rexford | Senior Vice | None | Mr. Rexford has served in |
President/Sub-Advisory | various capacities within | ||
and Relationship | Delaware Investments | ||
Management |
Name and Principal | Positions and Offices | Positions and Offices with | Other Positions and Offices |
Business Address | with Manager | Registrant | Held |
Richard Salus | Senior Vice President/ | Senior Vice President/Chief | Mr. Salus has served in various |
Controller/Treasurer | Financial Officer | capacities within Delaware | |
Investments | |||
Senior Vice President/Chief | |||
Financial Officer – Optimum | |||
Fund Trust | |||
Jeffrey S. Van Harte | Senior Vice | Senior Vice President/Chief | Mr. Van Harte has served in |
President/Chief | Investment Officer — | various capacities within | |
Investment Officer — | Focus Growth Equity | Delaware Investments | |
Focus Growth Equity | |||
W. Alex Wei | Senior Vice | None | Mr. Wei has served in various |
President/Head of | capacities within Delaware | ||
Structured Credit | Investments | ||
Investment/Chief | |||
Quantitative Analyst | |||
Babak Zenouzi | Senior Vice | Senior Vice | Mr. Zenouzi has served in |
President/Chief | President/Senior Portfolio | various capacities within | |
Investment Officer— | Manager | Delaware Investments | |
REIT Equity | |||
Gary T. Abrams | Vice President/Senior | Vice President/Senior | Mr. Abrams has served in |
Equity Trader | Equity Trader | various capacities within | |
Delaware Investments | |||
Christopher S. | Vice President/Portfolio | Vice President/Portfolio | Mr. Adams has served in |
Adams | Manager/Senior Equity | Manager/Senior Equity | various capacities within |
Analyst | Analyst | Delaware Investments | |
Damon J. Andres | Vice President/Senior | Vice President/Senior | Mr. Andres has served in |
Portfolio Manager | Portfolio Manager | various capacities within | |
Delaware Investments | |||
Wayne A. Anglace | Vice President/Credit | Vice President/Credit | Mr. Anglace has served in |
Research Analyst | Research Analyst | various capacities within | |
Delaware Investments | |||
Margaret MacCarthy | Vice | Vice President/Investment | Ms. Bacon has served in various |
Bacon | President/Investment | Specialist | capacities within Delaware |
Specialist | Investments | ||
Patricia L. Bakely | Vice President/Assistant | None | Ms. Bakely has served in |
Controller | various capacities within | ||
Delaware Investments | |||
Kristen E. | Vice President/Portfolio | Vice President/Portfolio | Ms. Bartholdson has served in |
Bartholdson | Manager | Manager | various capacities within |
Delaware Investments | |||
Todd Bassion | Vice President/ Portfolio | Vice President/Portfolio | Mr. Bassion has served in |
Manager | Manager | various capacities within | |
Delaware Investments | |||
Jo Anne Bennick | Vice President/15(c) | Vice President/15(c) | Ms. Bennick has served in |
Reporting | Reporting | various capacities within | |
Delaware Investments | |||
Richard E. Biester | Vice President/Equity | Vice President/Equity | Mr. Biester has served in |
Trader | Trader | various capacities within | |
Delaware Investments |
Name and Principal | Positions and Offices | Positions and Offices with | Other Positions and Offices |
Business Address | with Manager | Registrant | Held |
Lisa L. Hansen | Vice President/Head of | Vice President/Head of | Ms. Hansen has served in |
Focus Growth Equity | Focus Growth Equity | various capacities within | |
Trading | Trading | Delaware Investments | |
Scott Hastings | Vice President/Equity | None | Mr. Hastings has served in |
Analyst | various capacities within | ||
Delaware Investments | |||
Sharon L. Hayman | Vice President/Sub- | None | Ms. Hayman has served in |
Advisory Client Services | various capacities within | ||
Delaware Investments | |||
Gregory M. | Vice President/Portfolio | Vice President/Portfolio | Mr. Heywood has served in |
Heywood | Manager/Equity Analyst | Manager/Equity Analyst | various capacities within |
Delaware Investments | |||
Sharon Hill | Vice President/Head of | Vice President/Head of | Ms. Hill has served in various |
Equity Quantitative | Equity Quantitative | capacities within Delaware | |
Research and Analytics | Research and Analytics | Investments | |
J. David Hillmeyer | Vice President/Corporate | Vice President/Corporate | Mr. Hillmeyer has served in |
Bond Trader | Bond Trader | various capacities within | |
Delaware Investments | |||
Chungwei Hsia | Vice President/ | Vice President/ Senior | Mr. Hsia has served in various |
Emerging and Developed | Research Analyst | capacities within Delaware | |
Markets Analyst | Investments | ||
Cynthia Isom | Vice President/Portfolio | Vice President/Portfolio | Ms. Isom has served in various |
Manager | Manager | capacities within Delaware | |
Investments | |||
Stephen M. | Vice | Vice President/Structured | Mr. Juszczyszyn has served in |
Juszczyszyn | President/Structured | Products Analyst/Trader | various capacities within |
Products Analyst/Trader | Delaware Investments | ||
Kelly McKee | Vice President/Equity | None | Ms. McKee has served in |
Analyst | various capacities within | ||
Delaware Investments | |||
Nancy Keenan | Vice President/Product | None | Ms. Keenan has served in |
Manager | various capacities within | ||
Delaware Investments | |||
Anu B. Kothari | Vice President/ Equity | Vice President/ Equity | Ms. Kothari has served in |
Analyst | Analyst | various capacities within | |
Delaware Investments | |||
Roseanne L. Kropp | Vice President/ Senior | Vice President/Senior Fund | Ms. Kropp has served in various |
Fund Analyst - High | Analyst – High Grade | capacities within Delaware | |
Grade | Investments | ||
Nikhil G. Lalvani | Vice President/ Portfolio | Vice President/Portfolio | Mr. Lalvani has served in |
Manager | Manager | various capacities within | |
Delaware Investments | |||
Anthony A. | Vice President/Senior | Vice President/Senior | Mr. Lombardi has served in |
Lombardi | Portfolio Manager | Portfolio Manager | various capacities within |
Delaware Investments | |||
Kent Madden | Vice President/Equity | None | Mr. Madden has served in |
Analyst | various capacities within | ||
Delaware Investments | |||
John P. McCarthy | Vice President/Senior | Vice President/Senior | Mr. McCarthy has served in |
Research Analyst/Trader | Research Analyst/Trader | various capacities within | |
Delaware Investments | |||
Brian McDonnell | Vice | Vice President/Structured | Mr. McDonnell has served in |
President/Structured | Products Analyst/Trader | various capacities within | |
Products Analyst/Trader | Delaware Investments |
Item 32.
|
Principal Underwriters
.
|
|||
(a)
|
Delaware Distributors, L.P. serves as principal underwriter for all the mutual funds in the Delaware Investments Family of Funds and the Optimum Fund Trust.
|
|||
(b)
|
Information with respect to each officer and partner of the principal underwriter and the Registrant is provided below. Unless otherwise noted, the principal business address of each officer and partner of Delaware Distributors, L.P. is 2005 Market Street, Philadelphia, PA 19103-7094.
|
Name and Principal | Positions and Offices with | Positions and Offices with |
Business Address | Underwriter | Registrant |
Delaware Distributors, Inc. | General Partner | None |
Delaware Capital | Limited Partner | None |
Management | ||
Delaware Investment Advisers | Limited Partner | None |
J. Scott Coleman | President | None |
Philip N. Russo | Executive Vice President | None |
Theodore K. Smith | Executive Vice President | None |
Douglas L. Anderson | Senior Vice President | None |
Jeffrey M. Kellogg | Senior Vice President | None |
Brian L. Murray, Jr. | Senior Vice President | Senior Vice President/Chief |
Compliance Officer |
DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS | |
|
|
By: | /s/ Patrick P. Coyne |
Patrick P. Coyne | |
Chairman/President/Chief Executive Officer |
Signature | Title | Date | |||
/s/ Patrick P. Coyne | Chairman/President/Chief Executive Officer | April 29, 2011 | |||
Patrick P. Coyne | (Principal Executive Officer) and Trustee | ||||
Thomas L. Bennett | * | Trustee | April 29, 2011 | ||
Thomas L. Bennett | |||||
John A. Fry | * | Trustee | April 29, 2011 | ||
John A. Fry | |||||
Anthony D. Knerr | * | Trustee | April 29, 2011 | ||
Anthony D. Knerr | |||||
Lucinda S. Landreth | * | Trustee | April 29, 2011 | ||
Lucinda S. Landreth | |||||
Ann R. Leven | * | Trustee | April 29, 2011 | ||
Ann R. Leven | |||||
Thomas F. Madison | * | Trustee | April 29, 2011 | ||
Thomas F. Madison | |||||
Janet L. Yeomans | * | Trustee | April 29, 2011 | ||
Janet L. Yeomans | |||||
J. Richard Zecher | * | Trustee | April 29, 2011 | ||
J. Richard Zecher | |||||
Richard Salus | * | Senior Vice President/Chief Financial Officer | April 29, 2011 | ||
Richard Salus | (Principal Financial Officer) |
* By: | /s/ Patrick P. Coyne | ||
Patrick P. Coyne | |||
as Attorney-in-Fact for | |||
each of the persons indicated | |||
(Pursuant to Powers of Attorney previously filed) |
Exhibit No. | Exhibit | ||
EX-99.e.1.i | Executed Amended and Restated Distribution Agreement (January 4, 2010) between Delaware Distributors, L.P. and the Registrant | ||
EX-99.e.1.ii | Executed Distribution Expense Limitation Letter (April 2011) between Delaware Distributors, L.P. and the Registrant | ||
EX-99.g.2.i | Executed Amendment (September 22, 2009) to the Securities Lending Authorization Agreement | ||
EX-99.h.3 | Executed Fund Accounting and Financial Administration Oversight Agreement (January 4, 2010) between Delaware Service Company, Inc. and the Registrant | ||
EX-99.h.3.i | Amendment No. 2 (January 31, 2011) to Schedule A to the Fund Accounting and Financial Administration Oversight Agreement | ||
EX-99.j | Consent of Independent Registered Public Accounting Firm (April 2011) |
1. | The Trust hereby engages the Distributor to promote the distribution of the shares of each Series and, in connection therewith and as agent for the Trust and not as principal, to advertise, promote, offer and sell shares of each Series to the public. | ||||
2. | (a) | The Distributor agrees to serve as distributor of each Series’ shares and, as agent for the Trust and not as principal, to advertise, promote and use its best efforts to sell each Series’ shares wherever their sale is legal, either through dealers or otherwise, in such places and in such manner, as may be mutually determined by the Trust and the Distributor from time to time and that comply with: (1) the provisions of this Agreement; (2) all applicable laws, rules and regulations, including, without limitation, the Investment Company Act of 1940, as amended (“1940 Act”), the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended (“1934 Act”), all rules and regulations promulgated by the Securities and Exchange Commission (“SEC”) thereunder and all rules and regulations adopted by any securities association registered under the 1934 Act; (3) the Trust’s Agreement and Declaration of Trust and By-laws; (4) instructions received from the Trustees of the Trust; and (5) the Trust’s Registration Statement under the 1933 Act, including the Summary Prospectuses, the Statutory Prospectuses, and the Statements of Additional Information contained therein. |
(b) | For the Institutional Class Shares of each Series, the Distributor will bear all costs of financing any activity which is primarily intended to result in the sale of that class of shares, including, but not necessarily limited to, advertising, compensation of underwriters, dealers and sales personnel, the printing and mailing of sales literature and distribution of that class of shares. | ||||
(c) | For its services as agent for the Class A Shares, Class B Shares, Class C Shares and Class R Shares of each Series, the Distributor shall be entitled to compensation on each sale or redemption, as appropriate, of shares of such classes equal to any front-end or deferred sales charge described in the Prospectus for such Series, as amended and supplemented from time to time, and may allow concessions to dealers in such amounts and on such terms as are therein set forth. | ||||
(d) | For the Class A Shares, Class B Shares, Class C Shares and Class R Shares of each Series, the Trust shall, in addition, compensate the Distributor for its services as provided in the Distribution Plan as adopted on behalf of the Class A Shares, Class B Shares, Class C Shares and Class R Shares, respectively, pursuant to Rule 12b-l under the 1940 Act (the “Plans”), copies of which as presently in force are attached hereto as Exhibits and at the rates set forth on Schedule I hereto, as from time to time amended, or at such lower rates as may be set from time to time by the Board in agreement with the Trust. | ||||
3. | (a) | The Trust agrees to make available for sale by the Trust through the Distributor all or such part of the authorized but unissued shares of beneficial interest of the Series as the Distributor shall require from time to time and, except as provided in Paragraph 3(b) hereof, the Trust will not sell Series’ shares other than through the efforts of the Distributor. | |||
(b) | The Trust reserves the right from time to time (1) to sell and issue shares other than for cash; (2) to issue shares in exchange for substantially all of the assets of any corporation or trust, or in exchange of shares of any corporation or trust; (3) to pay stock dividends to its shareholders, or to pay dividends in cash or shares of beneficial interest at the option of its shareholders, or to sell shares of beneficial interest to existing shareholders to the extent of dividends payable from time to time in cash, or to split up or combine its outstanding shares; (4) to offer shares for cash to its shareholders as a whole, by the use of transferable rights or otherwise, and to sell and issue shares pursuant to such offers; (5) to act as its own distributor in any jurisdiction in which the Distributor is not registered as a broker-dealer; and (6) to reject any order for shares. |
(b) | The Distributor will pay the costs incurred in printing and mailing copies of Summary Prospectuses, Statutory Prospectuses and any Statements of Additional Information to prospective investors. | ||||
(c) | The Distributor will pay advertising and promotional expenses, including the costs of literature sent to prospective investors. | ||||
(d) | The Trust will pay the costs and fees incurred in registering or qualifying the Series’ shares with the various states and with the SEC. | ||||
(e) | The Distributor will pay the costs of any additional copies of Trust financial and other reports and other Trust literature supplied to the Distributor by the Trust for sales promotion purposes. | ||||
11. | The books and records maintained by the Distributor shall be the property of the Trust. The Distributor shall prepare, maintain and preserve such books and records as required by the 1940 Act and other applicable laws, rules and regulations. The Distributor shall surrender such books and records to the Trust, in the form in which such books and records have been maintained or preserved, promptly upon receipt of instructions from the Trust. The Trust shall have access to such books and records at all time during the Distributor’s normal business hours. Upon the reasonable request of the Trust, copies of any such books and records shall be provided by the Distributor to the Trust at the Trust’s expense. The Distributor shall assist the Trust, the Trust’s independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust’s books and records, and reports by the Distributor or its independent accountants concerning its accounting system and internal auditing controls will be open to such entities for audit or inspection upon reasonable request. | ||||
12. | The Distributor shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 1940 Act) with respect to the services provided, and shall provide to the Trust a certification to such effect no less than annually or as otherwise reasonably requested by the Trust. The Distributor shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Trust. | ||||
13. | The Distributor agrees to maintain an anti-money laundering program in compliance with Title III of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (the “USA Patriot Act”) and all applicable laws and regulations promulgated thereunder. At the request of the Trust, the Distributor will supply the Trust with copies of the Distributor’s anti-money laundering policy and procedures, and such other relevant certifications and representations regarding such policy and procedures as the Trust may reasonably request from time to time. |
14. | The Distributor may engage in other business, provided such other business does not interfere with the performance by the Distributor of its obligations under this Agreement. | ||||
15. | The Trust agrees to indemnify, defend and hold harmless from the assets of the relevant Series, the Distributor and each person, if any, who controls the Distributor within the meaning of Section 15 of the Securities Act of 1933, from and against any and all losses, damages, or liabilities to which, jointly or severally, the Distributor or such controlling person may become subject, insofar as the losses, damages or liabilities arise out of the performance of the Distributor’s duties hereunder, except that the Trust shall not be liable for indemnification of the Distributor or any controlling person thereof for any liability resulting from the willful misfeasance, bad faith, or gross negligence of the Distributor or any controlling person thereof in the performance of the Distributor’s duties under this Agreement. | ||||
16. | Copies of financial reports, Registration Statements, Summary Prospectuses and Statutory Prospectuses, as well as demands, notices, requests, consents, waivers, and other communications in writing which it may be necessary or desirable for either party to deliver or furnish to the other will be duly delivered or furnished, if delivered to such party at its address shown below during regular business hours, or if sent to that party by registered mail or overnight mail, postage prepaid, in all cases within the time or times herein prescribed, addressed to the recipient at One Commerce Square, Philadelphia, Pennsylvania 19103, or at such other address as the Trust or the Distributor may designate in writing and furnish to the other. | ||||
17. | This Agreement shall not be assigned, as that term is defined in the Investment Company Act of 1940, by the Distributor and shall terminate automatically in the event of its attempted assignment by the Distributor. This Agreement shall not be assigned by the Trust without the written consent of the Distributor signed by its duly authorized officers and delivered to the Trust. Except as specifically provided in the indemnification provision contained in Paragraph 15 herein, this Agreement and all conditions and provisions hereof are for the sole and exclusive benefit of the parties hereto and their legal successors and no express or implied provision of this Agreement is intended or shall be construed to give any person other than the parties hereto and their legal successors any legal or equitable right, remedy or claim under or in respect of this Agreement or any provisions herein contained. | ||||
18. | (a) | This Agreement shall be executed and become effective as of the date first written above, and shall become effective with respect to a particular Series as of the effective date set forth in Schedule I for that Series. It shall remain in force for a period of two years from the date hereof for each Series and from year to year thereafter, but only so long as such continuance is specifically approved at least annually by the Board of Trustees or, with respect to each Series, by vote of a majority of the outstanding voting securities of that Series and only if the terms and the renewal thereof have been approved by the vote of a majority of the Trustees of the Trust who are not parties hereto or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. |
(b) | The Distributor may terminate this Agreement as to any Series on written notice to the Trust at any time in case the effectiveness of the Registration Statement shall be suspended, or in case Stop Order proceedings are initiated by the SEC in respect of the Registration Statement and such proceedings are not withdrawn or terminated within thirty days. The Distributor may also terminate this Agreement as to any Series at any time by giving the Trust written notice of its intention to terminate the Agreement at the expiration of three months from the date of delivery of such written notice of intention to the Trust. | ||||
(c) | The Trust may terminate this Agreement as to any Series at any time on at least thirty days’ prior written notice to the Distributor (1) if proceedings are commenced by the Distributor or any of its partners for the Distributor’s liquidation or dissolution or the winding up of the Distributor’s affairs; (2) if a receiver or trustee of the Distributor or any of its property is appointed and such appointment is not vacated within thirty days thereafter; (3) if, due to any action by or before any court or any federal or state commission, regulatory body, or administrative agency or other governmental body, the Distributor shall be prevented from selling securities in the United States or because of any action or conduct on the Distributor’s part, sales of the shares are not qualified for sale. The Trust may also terminate this Agreement as to any Series at any time upon prior written notice to the Distributor of its intention to so terminate at the expiration of three months from the date of the delivery of such written notice to the Distributor. | ||||
(d) | This Agreement may be amended only if such amendment is approved (1) either by action of the Trustees of the Trust or at a meeting of the shareholders of the Trust by the affirmative vote of a majority of the outstanding shares of the Trust; and (2) by a majority of the Trustees of the Trust who are not interested persons of the Trust and who have no direct or indirect financial interest in the operation of this Agreement by vote cast in person at a meeting called for the purpose of voting on such approval. | ||||
19. | The validity, interpretation and construction of this Agreement, and of each part hereof, will be governed by the laws of the Commonwealth of Pennsylvania. |
20. | In the event any provision of this Agreement is determined to be void or unenforceable, such determination shall not affect the remainder of the Agreement, which shall continue to be in force. | ||
21. | This Agreement is executed by the Trust with respect to each of the Series and the obligations hereunder are not binding upon any of the Trustees, officers or shareholders of the Trust individually but are binding only upon the Series to which such obligations pertain and the assets and property of such Series. All obligations of the Trust under this Agreement shall apply only on a Series-by- Series basis, and the assets of one Series shall not be liable for the obligations of another Series. |
DELAWARE DISTRIBUTORS, L.P. | DELAWARE GROUP LIMITED-TERM | ||||
By: DELAWARE DISTRIBUTORS, INC., | GOVERNMENT FUNDS on behalf of the Series | ||||
General Partner | listed on Schedule I | ||||
By | /s/ J. Scott Coleman | By | /s/ Patrick P. Coyne | ||
Name | J. Scott Coleman | Name | Patrick P. Coyne | ||
Title | President | Title | President |
Series Name | Class Names | Total 12b-l Plan Fee Rate (per annum of the Series’ average daily net assets represented by shares of the Class) | Portion designated as Service Fee Rate (per annum of the Series’ average daily net assets represented by shares of the Class) | Effective Date |
Delaware Limited-Term Diversified Income Fund | A Class | .30% | April 19, 2001 | |
B Class | 1.00% | .25% | April 19, 2001 | |
C Class | 1.00% | .25% | April 19, 2001 | |
R Class | .60% | May 15, 2003 | ||
Institutional Class | April 19, 2001 |
Fund | Class | 12b-1 Cap | ||
Delaware Limited-Term Diversified Income Fund | Class A | 0.15% | ||
Class R | 0.50% |
Delaware Distributors, L.P. | |||
By: | /s/ J. Scott Coleman | ||
Name: J. Scott Coleman | |||
Title: President |
Your signature below acknowledges | |
acceptance of this Agreement:
|
|
Delaware Group Limited Term Government Funds | |
By: | /s/ Patrick P. Coyne |
Name: Patrick P. Coyne | |
Title: President | |
Date: April 29, 2011 |
THE BANK OF NEW YORK MELLON | |||
By: | /s/ David C. Whitney | ||
Title: | First Vice President | ||
BNY Mellon Global Securities Lending | |||
DELAWARE GROUP ADVISER FUNDS, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP EQUITY FUND I, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP EQUITY FUNDS II, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP EQUITY FUNDS III, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP EQUITY FUNDS IV, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP EQUITY FUNDS V, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP INCOME FUNDS, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP TAX-FREE FUND, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP GLOBAL & | |||
INTERNATIONAL FUNDS, on behalf of its Funds | |||
identified on Schedule 1 | |||
DELAWARE GROUP GOVERNMENT FUND, on | |||
behalf of its Funds identified on Schedule 1 | |||
DELAWARE GROUP LIMITED-TERM | |||
GOVERNMENT FUNDS, on behalf of its Funds | |||
identified on Schedule 1 | |||
DELAWARE POOLED TRUST, on behalf of its | |||
Funds identified on Schedule 1 | |||
VOYAGEUR MUTUAL FUNDS III, on behalf of | |||
its Funds identified on Schedule 1 |
DELAWARE VIP TRUST, on behalf of its Funds | |||
identified on Schedule 1 | |||
DELAWARE INVESTMENTS DIVIDEND AND | |||
INCOME FUND, INC. | |||
DELAWARE INVESTMENTS GLOBAL | |||
DIVIDEND AND INCOME FUND, INC. | |||
DELAWARE INVESTMENTS ENHANCED | |||
GLOBAL DIVIDEND AND INCOME FUND, | |||
INC. | |||
By: | /s/Richard Salus | ||
Title: | Chief Financial Officer |
Client Acknowledges receipt of the | |
Declaration of Trust of the BNY | |
Institutional Cash Reserves and the | |
Information Brochure (including | |
Investment Objective and Policies) for | |
the BNY Mellon Securities lending | |
Overnight Fund. |
Agreed to and Approved by the Clients: | |
DELAWARE GROUP ADVISER FUNDS, on | |
behalf of its Funds identified on Schedule 1 | |
DELAWARE GROUP EQUITY FUND I, on | |
behalf of its Funds identified on Schedule 1 |
DELAWARE GROUP EQUITY FUNDS II, on | |
behalf of its Funds identified on Schedule 1 | |
DELAWARE GROUP EQUITY FUNDS III, on | |
behalf of its Funds identified on Schedule 1 | |
DELAWARE GROUP EQUITY FUNDS IV, on | |
behalf of its Funds identified on Schedule 1 | |
DELAWARE GROUP EQUITY FUNDS V, on | |
behalf of its Funds identified on Schedule 1 | |
DELAWARE GROUP INCOME FUNDS, on | |
behalf of its Funds identified on Schedule 1 | |
DELAWARE GROUP TAX-FREE FUND, on | |
behalf of its Funds identified on Schedule 1 | |
DELAWARE GROUP GLOBAL & | |
INTERNATIONAL FUNDS, on behalf of its Funds | |
identified on Schedule 1 | |
DELAWARE GROUP GOVERNMENT FUND, on | |
behalf of its Funds identified on Schedule 1 | |
DELAWARE GROUP LIMITED-TERM | |
GOVERNMENT FUNDS, on behalf of its Funds | |
identified on Schedule 1 | |
DELAWARE POOLED TRUST, on behalf of its | |
Funds identified on Schedule 1 | |
VOYAGEUR MUTUAL FUNDS III, on behalf of | |
its Funds identified on Schedule 1 | |
DELAWARE VIP TRUST, on behalf of its Funds | |
identified on Schedule 1 | |
DELAWARE INVESTMENTS DIVIDEND AND | |
INCOME FUND, INC. | |
DELAWARE INVESTMENTS GLOBAL | |
DIVIDEND AND INCOME FUND, INC. |
DELAWARE INVESTMENTS ENHANCED | |||
GLOBAL DIVIDEND AND INCOME FUND, | |||
INC. | |||
By: | /s/ Richard Salus | ||
Title: | Chief Financial Officer | ||
Date: September 18 , 2009 | |||
Agreed to and Approved by Lending Agent | |||
By: | /s/ David C. Whitney | ||
Title: | First Vice President | ||
BNY Mellon Global Securities Lending | |||
Date: September 18 , 2009 |
By: | /s/ Richard Salus | |
Name: Richard Salus | ||
Title: Chief Financial Officer |
Mailing | ||||
Address: 1 | 2005 Market Street |
Philadelphia, PA 19103 | ||||
Telephone: | ||||
Facsimile: |
E-mail (optional): |
Year of organization: |
Place of organization and tax domicile: | See Attachment 1 |
Employee Identification Number (“ EIN ”): | See Attachment 1 |
Taxable year-end: | See Attachment 1 |
By: | /s/ David C. Whitney | ||
Name: | David C. Whitney | ||
Title: | First Vice President | ||
BNY Mellon Global Securities Lending |
1 | Please indicate the address to which Trust communications and notices should be sent. |
(a) | The Subscriber is a natural person (including any person who will hold a joint, community property, or other similar shared ownership interest in the Fund with that person’s qualified purchaser spouse) who owns at least $5,000,000 in Investments (as defined above). | |
(b) | The Subscriber is a company (a corporation, a partnership, an association, a joint-stock company, a trust or a fund) that owns not less than $5,000,000 in investments and that is owned directly or indirectly by or for two or more natural persons who are related as siblings or spouse (including former spouses), or direct lineal descendants by birth or adoption, spouses of such persons, the estates of such persons, or family foundations, family charitable organizations, or family trusts established by or for the benefit of such persons. | |
(c) | The Subscriber is a trust that was not formed for the specific purpose of acquiring the securities offered, as to which the trustee or other persons authorized to make decisions with respect to the trust, and each settlor or other person who has contributed assets to the trust, is a “qualified purchaser”. | |
(d) | The Subscriber is a person (including a company), acting for its own account or the accounts of other qualified purchasers, who in the aggregate owns and invests on a discretionary basis not less than $25,000,000 in Investments. | |
(e) | The Subscriber is a company (a corporation, a partnership, an association, a joint-stock company, a trust or a fund), regardless of the amount of its Investments (as defined above), each of the beneficial owners (including participants in a participant-directed IRA or employee benefit plan within the meaning of ERISA) of which is an entity or person described in sub-item (a), (b), or (c) above. |
1 | . | Is the Subscriber, or is the Subscriber acting on behalf of, a plan that is subject to the fiduciary responsibility provisions of Title I of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)? | |||||
¨ | yes | ¨ | no | ||||
2 | . | Is the Subscriber, or is the Subscriber acting on behalf of, a plan to which Section 4975 of the Internal Revenue Code of 1986, as amended (“Code”) applies? | |||||
¨ | yes | ¨ | no | ||||
3 | . | Is the Subscriber an insurance company general account? | |||||
¨ | yes | ¨ | no | ||||
If the answer to the above question is "yes", please indicate the maximum percentage (if any) of the Subscriber's assets that it anticipates might constitute Benefit Plan Investor assets during the period of its investment: | |||||||
% | |||||||
4 | . | Is the Subscriber an entity whose underlying assets include plan assets by reason of a plan’s investment in the entity? | |||||
¨ | yes | ¨ | no | ||||
If the answer to the above question is “yes”, please indicate the maximum percentage (if any) of the Subscriber’s assets that it anticipates might constitute Benefit Plan Investor assets during the period of its investment: | |||||||
% | |||||||
6 | . | If the Subscriber is subscribing as a trustee or custodian for an Individual Retirement Account (“IRA”), is the Subscriber a qualified IRA custodian or trustee? | |||||
¨ | yes | ¨ | no | ||||
7 | . | Is the Subscriber a participant-directed plan ( i.e. , a tax-qualified defined contribution plan in which a participant may exercise control over the investment of assets credited to his or her account and the decision to invest is made by those participants investing)? | |||||
¨ | yes | ¨ | no | ||||
(If the answer this question is yes, please contact the Trustee).
|
(i) | Electronic transmission expenses incurred by DSC in communicating with each Fund, the Fund’s investment advisers (which term, for purposes of this Agreement, shall be interpreted to include any sub-advisers) or custodian, BNY Mellon, dealers or others as required for DSC to perform the Services if a Fund officer requests such electronic transmission and provides DSC with prior written approval; |
(ii) | The cost of creating microfilm, microfiche or electronic copies of Fund records, and the cost of storage of paper and electronic copies of Fund records; | ||
(iii) | The charges for services provided by the vendors set forth on Schedule D ; | ||
(iv) | Any additional expenses reasonably incurred by DSC in the performance of the Services, provided that: (a) if any individual expense is less than $1,000, DSC shall provide prior written notice to the applicable Fund to the extent practicable; and (b) if any individual expense is $1,000 or more, DSC shall obtain the prior written consent of an officer of the applicable Fund; | ||
(v) | In the event that DSC is requested or authorized by the Funds or is required by law, summons, subpoena, investigation, examination or other legal or regulatory process to produce documents or personnel with respect to the Services, and so long as DSC is not the subject of the investigation or proceeding in question, the Funds will reimburse DSC for its actual out-of-pocket expenses (including reasonable attorneys’ fees) incurred in responding to these requests; and | ||
(vi) | Any additional expenses incurred by DSC at the written direction of a Fund officer. |
(i) | Any systems development and project fees for new or enhanced services requested by the Funds (including significant enhancements required by regulatory changes), and all systems-related expenses associated with the provision of special reports and services, in each case as agreed upon by a Fund officer in advance; and | ||
(ii) | Ad hoc reporting fees billed at an agreed upon rate. |
(i) | Non-Renewal : DSC or the Funds may decline to extend the terms of this Agreement beyond the Initial Term under subparagraph A of this Section; | ||
(ii) | Mutual Agreement : The parties may mutually agree in writing to terminate this Agreement at any time; |
(iii) | “ For Cause” : A party may terminate the Agreement “For Cause,” as defined below, by providing the other party or parties with 60 days’ advance written notice; | ||
(iv) | Termination of Investment Manager : Upon the termination of the investment management agreement(s) between a Fund (on behalf of its Portfolio(s)) and its investment adviser, whether terminated by the investment adviser, the Fund, its board of directors/trustees or its shareholders, this Agreement shall automatically terminate; provided, however, that neither (a) a change in such Fund’s investment adviser to another investment adviser that is under common ownership with such Fund’s investment adviser or its successor, nor (b) entering into a new investment management agreement with any such investment adviser shall automatically terminate this Agreement. In event of the automatic termination of this Agreement with respect to a Fund due to the termination of such Fund’s investment management agreement, DSC agrees to negotiate in good faith with the applicable Fund in connection with DSC’s provision of Services during the transition to a new fund accounting and financial administration oversight service provider. For purposes of this subparagraph B(iv) only, the term “investment adviser” does not include any subadvisers; and | ||
(v) | Termination of BNY Mellon Fund Accounting Agreement : This Agreement shall automatically terminate in the event that the BNY Mellon Fund Accounting Agreement is terminated, provided that DSC agrees to negotiate in good faith with the Funds to enter into a new fund accounting and financial administration oversight agreement reflecting the appropriate scope of services to be provided by DSC given the scope of services to be provided by BNY Mellon’s successor as fund accounting provider. |
(i) | DSC may employ such person or persons it may deem desirable to assist it in performing the Services without notice to the Funds; | ||
(ii) | DSC may hire a third party to assist it in performing the Services (each a “Subcontractor”). DSC shall obtain the Funds’ prior written consent before DSC engages a Subcontractor to provide significant services or functions to assist DSC in performing the Services under this Agreement; | ||
(iii) | DSC may delegate one or more of the functions or assign this Agreement to any direct or indirect majority-owned affiliate of Lincoln National Corporation with prior written notice to the Funds; and | ||
(iv) | A Fund merger or reorganization that does not result in a change in such Fund’s investment adviser and where the fund surviving from such merger or reorganization assumes the duties and obligations of such Fund under this Agreement shall not require DSC’s consent. For purposes of the this sub-paragraph 4(iv), the term “investment adviser” does not include any sub-advisers. |
(i) | The Articles of Incorporation, Agreement and Declaration of Trust, Partnership Agreement, or other similar charter document, as relevant, evidencing the Fund’s form of organization and any current amendments thereto; | ||
(ii) | The By-Laws or procedural guidelines of the Fund; | ||
(iii) | Any resolution or other action of the Fund or the Fund’s board establishing or affecting the rights, privileges or other status of any class of shares of a Portfolio, or altering or abolishing any such class; | ||
(iv) | A copy of a resolution of the Fund board appointing DSC to provide the Services for each Portfolio and authorizing the execution of this Agreement and its Schedules; | ||
(v) | A copy of the Fund’s currently effective prospectus(es) and statement(s) of additional information (“Registration Statement”) under the Securities Act of 1933 (the “1933 Act”) and 1940 Act; | ||
(vi) | Copies of all pertinent Fund policies and procedures that affect the Services that DSC is to provide under this Agreement, including, but not limited to, those relating to valuation, pricing, Section 2(a)(41) of the 1940 Act and Rules 2a-4 and 2a-7 thereunder, net asset value errors, and “as-of” processing (e.g., relating to error corrections, post-trade revisions or similar processing policies that may exist); and | ||
(vii) | Such other documents that DSC reasonably believes to be necessary or appropriate in the proper performance of the Services, subject to the agreement of the Fund, which shall not be unreasonably withheld. |
Delaware Service Company, Inc. | |
2005 Market Street | |
Philadelphia, PA 19103-7094 | |
Attention: General Counsel
|
|
Telephone: (215) 255-1360 | |
Facsimile: (215) 255-1131 |
Delaware Investments Family of Funds | |
2005 Market Street | |
Philadelphia, PA 19103 | |
Attention: General Counsel
|
|
Telephone: (215) 255-1360 | |
Facsimile: (215) 255-1131 |
DELAWARE INVESTMENTS | DELAWARE SERVICE COMPANY, INC. | |||||||
FAMILY OF FUNDS (as listed on | ||||||||
Schedule A) | ||||||||
By: | /s/ Patrick P. Coyne | By: | /s/ Phillip N. Russo | |||||
Name: | Patrick P. Coyne | Name: | Philip N. Russo | |||||
Title: | President | Title: | Executive Vice President |
Delaware Group ® Adviser Funds | Delaware Group ® Government Fund | |
Delaware Diversified Income Fund | Delaware Core Plus Bond Fund | |
Delaware U.S. Growth Fund | Delaware Inflation Protected Bond Fund | |
Delaware Group ® Cash Reserve | Delaware Group ® Income Funds | |
Delaware Cash Reserve ® Fund | Delaware Corporate Bond Fund | |
Delaware Extended Duration Bond Fund | ||
Delaware Group ® Equity Funds I | Delaware High-Yield Opportunities Fund | |
Delaware Mid Cap Value Fund | Delaware Core Bond Fund | |
Delaware Group ® Equity Funds II | Delaware Group ® Limited-Term Government Funds | |
Delaware Large Cap Value Fund | Delaware Limited-Term Diversified Income Fund | |
Delaware Value ® Fund | ||
Delaware Group ® State Tax-Free Income Trust | ||
Delaware Group ® Equity Funds III | Delaware Tax-Free Pennsylvania Fund | |
Delaware American Services Fund | ||
Delaware Small Cap Growth Fund | Delaware Group ® Tax-Free Fund | |
Delaware Trend ® Fund | Delaware Tax-Free USA Fund | |
Delaware Tax-Free USA Intermediate Fund | ||
Delaware Group ® Equity Funds IV | ||
Delaware Global Real Estate Securities Fund | Delaware Group ® Tax-Free Money Fund | |
Delaware Healthcare Fund | Delaware Tax-Free Money Fund ® | |
Delaware Group ® Equity Funds V | Delaware Pooled ® Trust | |
Delaware Dividend Income Fund | The Core Focus Fixed Income Portfolio | |
Delaware Small Cap Core Fund | The Core Plus Fixed Income Portfolio | |
Delaware Small Cap Value Fund | The Emerging Markets Portfolio | |
The Emerging Markets Portfolio II* | ||
Delaware Group ® Foundation Funds ® | *Has not yet commenced operations | |
Delaware Foundation ® Growth Allocation Fund | The Focus Smid-Cap Growth Equity Portfolio | |
Delaware Foundation ® Conservative Allocation Fund | The Global Fixed Income Portfolio | |
Delaware Foundation ® Moderate Allocation Fund | The Global Real Estate Securities Portfolio | |
Delaware Foundation ® Equity Fund | The High-Yield Bond Portfolio | |
The International Equity Portfolio | ||
Delaware Group ® Global & International Funds | The International Fixed Income Portfolio | |
Delaware Emerging Markets Fund | The Labor Select International Equity Portfolio | |
Delaware Global Value Fund | The Large-Cap Growth Equity Portfolio | |
Delaware International Value Equity Fund | The Large-Cap Value Equity Portfolio | |
Delaware Focus Global Growth Fund | The Real Estate Investment Trust Portfolio | |
Delaware Macquarie Global Infrastructure Fund | (also known as Delaware REIT Fund) | |
The Real Estate Investment Trust Portfolio II | ||
The Select 20 Portfolio | ||
The Small-Cap Growth Equity Portfolio | ||
Delaware VIP ® Trust | Voyageur Intermediate Tax Free Funds | |
Delaware VIP ® Cash Reserve Series | Delaware Tax-Free Minnesota Intermediate Fund | |
Delaware VIP ® Diversified Income Series | ||
Delaware VIP ® Emerging Markets Series | Voyageur Mutual Funds | |
Delaware VIP ® Growth Opportunities Series | Delaware Minnesota High-Yield Municipal Bond Fund | |
Delaware VIP ® High Yield Series | Delaware National High-Yield Municipal Bond Fund | |
Delaware VIP ® International Value Equity Series | Delaware Tax-Free California Fund | |
Delaware VIP ® Limited-Term Diversified Income Series | Delaware Tax-Free Idaho Fund | |
(formerly, Delaware VIP ® Capital Reserves Series) | Delaware Tax-Free New York Fund | |
Delaware VIP ® REIT Series | ||
Delaware VIP ® Small Cap Value Series | Voyageur Mutual Funds II | |
Delaware VIP ® Trend Series | Delaware Tax-Free Colorado Fund | |
Delaware VIP ® U.S. Growth Series | ||
Delaware VIP ® Value Series | Voyageur Mutual Funds III | |
Delaware Select Growth Fund | ||
Voyageur Insured Funds | Delaware Large Cap Core Fund | |
Delaware Tax-Free Arizona Fund | ||
Voyageur Tax Free Funds | ||
Delaware Tax-Free Minnesota Fund | ||
CLOSED-END FUNDS |
Delaware Investments Dividend and Income Fund, Inc.
|
Delaware Investments Global Dividend and Income Fund, Inc.
|
Delaware Investments Arizona Municipal Income Fund, Inc.
|
Delaware Investments Colorado Municipal Income Fund, Inc.
|
Delaware Investments National Municipal Income Fund
|
Delaware Investments Minnesota Municipal Income Fund II, Inc.
|
Delaware Enhanced Global Dividend and Income Fund
|
1. | Participate on the Fund’s fair value committee, manage the committee’s decision-making process and provide BNY Mellon with fair value pricing decisions. | |
2. | Provide oversight of the Fund’s pricing process, including maintaining a relationship with pricing vendors, providing BNY Mellon with sources for prices obtained through broker/dealer quotes, and reviewing stale pricing reports. | |
3. | Verify that the daily net asset value (“NAV”) is disseminated to interested parties; facilitate resolution of NAV errors, and ensure that corrective action is implemented, if necessary; review procedures with BNY Mellon to verify that appropriate controls are in place. | |
4. | Subject to the oversight and approval, if necessary, of the Fund’s Board, select pricing vendors and negotiate and maintain contracts with such vendors for the benefit of the Fund. |
1. | Process and pay invoices on behalf of the Fund until the date BNY Mellon assumes responsibility for paying approved invoices; effective as of such date, approve bills for payment by BNY Mellon and provide BNY Mellon with allocation instructions and wire instructions. | |
2. | Provide BNY Mellon with information on the amount of directors’/trustees’ fees to be accrued and the methodology for allocating these expenses among the Portfolios. | |
3. | Issue checks on behalf of the Fund to directors/trustees for director/trustee compensation (net of Philadelphia city wage tax) and for reimbursement of meeting expenses; remit Philadelphia city wage tax on behalf of directors/trustees with respect to such payments. | |
4. | Provide BNY Mellon with asset-based fee information on an annual basis, promptly notify BNY Mellon of any changes impacting these fees, and review and approve BNY Mellon’s fee calculations based on timeframes detailed in the applicable Service Level Document (as defined below). | |
5. | Provide BNY Mellon with any applicable expense limitations and review Portfolio expenses to ensure that expense limitations have been properly implemented. | |
6. | Review budget assumptions employed by BNY Mellon for new and existing Portfolios, inform BNY Mellon of any significant new items requiring accrual or changes to current accruals, and review the over accruals/under accruals and approve non-routine adjustments to journal entries before the year-end excise tax period. |
1. | Manage certifications and sub-certification process as required for financial reports, data and processes. |
2. | Review financial reporting information provided by BNY Mellon for prospectuses, statements of additional information and other disclosure documents and coordinate completion of financial administration responsibilities. | |
3. | Review reports on Form N-CSR, Form N-SAR and Form N-Q for accuracy, completeness, and proper financial disclosures in conjunction with BNY Mellon. Participate in review by, and resolution of comments from, external auditors when necessary or appropriate. | |
4. | If a closed-end fund, analyze financial data and coordinate tender offer process with Fund management and the investment manager’s legal department, the investment manager’s investment team and BNY Mellon. | |
5. | Support Form N-SAR reporting by completing and reviewing responses to financial questions. | |
6. | Provide financial data for inclusion in board reports, and furnish direction to BNY Mellon regarding board reporting requirements. Review financial information included in board reports prior to distribution. | |
7. | In conjunction with BNY Mellon, provide analysis and recommendations regarding the impact of new accounting pronouncements on the Fund. |
1. | Coordinate notification of, and responses to, voluntary corporate actions between BNY Mellon and the investment manager’s investment team. Facilitate and ensure issues resolution. | |
2. | Maintain data requirements for order management and trading systems, including, but not limited to, XIP, Predator, Bloomberg, and Long-Term Trade. | |
3. | Ensure that information on executed trades is provided to BNY Mellon, broker/dealers and agents, including information on trades not executed through trading systems (e.g., derivatives, swaps and currency contracts). Confirm executed trades with broker/dealers and agents. | |
4. | Provide support and trade maintenance for soft dollar transactions. | |
5. | Provide ad hoc support for trading systems, including testing and implementation of enhancements and modifications. | |
6. | Manage trade settlement processes between the custodians and broker/dealers for Fund for standard trades, next day settlements, cash trades and mortgage-backed securities. | |
7. | Maintain relationships with custodian banks in support of trade settlement processes. |
1. | Review dividend projections prepared by BNY Mellon, prepare Section 19(a) notices and coordinate with the investment manager’s legal department to prepare press releases regarding dividends and distributions. | |
2. | Coordinate dividend process with BNY Mellon, the Fund’s transfer agent, Fund management, and the investment manager’s legal department. | |
3. | Ensure timely payout of Fund distributions for both net income and capital gains, and verify appropriate and timely dissemination of data to interested parties. Conduct summary level review of distribution calculations and amounts. |
1. | Review cash and principal assets reconciliation reports to mitigate potential NAV impacts resulting from cash, position or share discrepancies. | |
2. | Monitor the daily delivery of investable cash information to the investment manager’s investment team and respond to questions and ensure timely resolution of issues. Act as liaison between the investment manager’s investment team and BNY Mellon. |
1. | Provide oversight for timely dissemination of performance information and conduct trend analysis review on performance information. |
1. | In coordination with BNY Mellon, participate in planning and execution of external audits and coordinate and participate in responses to inquiries from external auditor. | |
2. | Receive and maintain copy of external audit correspondence. |
1. | Provide detailed review of all federal, state and city tax returns and ancillary schedules, including year-end excise tax distributions. | |
2. | Provide consulting services, including interpretation of applicable regulations, to the Fund and BNY Mellon regarding tax diversification. | |
3. | Ensure that all tax returns are filed in accordance with filing deadlines and maintain copies of tax returns, including proof of timely mailing. | |
4. | Monitor and be familiar with new and proposed tax legislation through membership in the Investment Company Institute’s tax committee and other legal, financial and trade organizations. Provide analysis and recommendations regarding the impact of new tax legislation on the Fund. | |
5. | Prepare non-shareholder tax forms, as required, including Form 1099, for each member of the board of directors/trustees. | |
6. | Review and provide comments on the tax-related sections of shareholder reports, Section 19(a) notices, prospectuses, statements of additional information and other disclosure documents, and audit work preparation. |
1. | Ensure that diversification tests are completed as prescribed by Internal Revenue Service and Securities and Exchange Commission regulations. Facilitate corrective action with the investment manager’s investment team as necessary. | |
2. | Ensure compliance with Subchapter M and Section 4982 of the Internal Revenue Code. |
1. | Participate in managing the dissemination of Fund data to third parties by furnishing BNY Mellon with details regarding new requests and notification of changes to Fund and Fund management. |
1. | Establish and monitor certain service level requirements as detailed in the service level documents (each a “Service Level Document”) entered into between DSC and BNY Mellon with respect to BNY Mellon’s performance of its duties pursuant to the BNY Mellon Fund Accounting Agreement with the Fund. | |
2. | Evaluate BNY Mellon’s performance against the mutually agreed upon requirements as detailed in the applicable Service Level Document and recommend adjustments as necessary. | |
3. | Conduct periodic due diligence review of BNY Mellon’s processes as detailed in the applicable Service Level Document. | |
4. | Ensure that corrective action plans are developed and implemented by BNY Mellon as a result of a service requirement default as detailed in the applicable Service Level Documents. |
1. | Confirm the adequacy of disaster recovery plans with respect to systems and processes of third party vendors selected by the Fund or DSC and relating to fund accounting and financial administration. |
1. | Participate in meetings with BNY Mellon to discuss trends, technology and strategic direction, and report pertinent information to the Fund board. | |
2. | Represent interests of Fund board at annual meeting with BNY Mellon to discuss services provided, system functionality and policy/procedural documentation. |
1. | Review leverage requirements and manage credit facilities on behalf of the Fund. | |
2. | Monitor the flow of information between BNY Mellon and the Fund’s proxy voting agent. In order to ensure proper voting of proxies received in connection with securities held by the Portfolio(s), review the Fund’s proxy voting summaries, which will be prepared by BNY Mellon from the records of the proxy voting agent. | |
3. | If a closed-end fund, act as liaison between BNY Mellon and the investment manager’s investment team, Moody’s Investor Services, Standard & Poor’s and the investment manager’s compliance department for closed-end ratings agency tests, ensuring that communication and corrective action protocols are maintained. | |
4. | Arrange in good faith for the amendment of the BNY Mellon Fund Accounting Agreement or the negotiation of new contractual arrangements with another service provider with respect to new fund accounting or financial administration services requested by the Funds or required by applicable law after the date of this Agreement. |
Average Daily Net Assets | Annual Fees | ||
First $30 billion of average daily net assets | 0.0050% | ||
Next $ 10 billion of average daily net assets | 0.0045% | ||
Next $ 10 billion of average daily net assets | 0.0040% | ||
Over $50 billion of average daily net assets | 0.0025% |
Name of Vendor | Types of Securities | |
Interactive Data | Equities (US and Foreign), Taxable Bonds, | |
Non Taxable Bonds, CDS | ||
Standard & Poor’s (including JJ Kenny) | Non Taxable Bonds, Taxable Bonds | |
Bloomberg | Equities, Bonds, Futures, Options | |
Reuters | Exchange Rates, Equities, Taxable Bonds | |
Markit Data (via Interactive Data) | CDS and CDX Swap pricing (this is either | |
direct or via IDC) |
Name of Vendor | Types of Securities | |
Interactive Data Fair Value Service | Foreign Equities |
Name of Vendor | Type of Service | |
GICS | Security Classifications | |
Xcitek | Corporate Actions Notifications | |
S&P – CUSIP | CUSIP Database | |
Securities Class Action Services LLC | Class Action Notification | |
LSE – SEDOL License | SEDOL Database | |
Thomson Financial | Municipal Floating Rates |
Delaware Group ® Adviser Funds |
Delaware Diversified Income Fund |
Delaware U.S. Growth Fund
|
Delaware Group ® Cash Reserve |
Delaware Cash Reserve
®
Fund
|
Delaware Group ® Equity Funds I |
Delaware Mid Cap Value Fund
|
Delaware Group ® Equity Funds II |
Delaware Large Cap Value Fund |
Delaware Value
®
Fund
|
Delaware Group ® Equity Funds IV |
Delaware Smid Cap Growth Fund |
Delaware Global Real Estate Securities Fund |
Delaware Healthcare Fund
|
Delaware Group ® Equity Funds V |
Delaware Dividend Income Fund |
Delaware Small Cap Core Fund |
Delaware Small Cap Value Fund
|
Delaware Group ® Foundation Funds ® |
Delaware Foundation ® Growth Allocation Fund |
Delaware Foundation ® Conservative Allocation Fund |
Delaware Foundation ® Moderate Allocation Fund |
Delaware Foundation
®
Equity Fund
|
Delaware Group ® Global & International Funds |
Delaware Emerging Markets Fund |
Delaware Global Value Fund |
Delaware International Value Equity Fund |
Delaware Focus Global Growth Fund |
Delaware Macquarie Global Infrastructure Fund
|
Delaware Group ® Government Fund |
Delaware Core Plus Bond Fund |
Delaware Inflation Protected Bond Fund
|
Delaware Group ® Income Funds |
Delaware Corporate Bond Fund |
Delaware Extended Duration Bond Fund |
Delaware High-Yield Opportunities Fund |
Delaware Core Bond Fund |
Delaware Diversified Floating Rate Fund
|
Delaware Group ® Limited-Term Government Funds |
Delaware Limited-Term Diversified Income Fund
|
Delaware Group ® State Tax-Free Income Trust |
Delaware Tax-Free Pennsylvania Fund
|
Delaware Group ® Tax-Free Fund |
Delaware Tax-Free USA Fund |
Delaware Tax-Free USA Intermediate Fund
|
Delaware Pooled ® Trust |
The Core Focus Fixed Income Portfolio |
The Core Plus Fixed Income Portfolio |
The Delaware Macquarie Real Estate Portfolio |
The Emerging Markets Portfolio |
The Emerging Markets Portfolio II |
The Focus Smid-Cap Growth Equity Portfolio |
The Global Fixed Income Portfolio |
The Global Real Estate Securities Portfolio |
The High-Yield Bond Portfolio |
The International Equity Portfolio |
The International Fixed Income Portfolio |
The Labor Select International Equity Portfolio |
The Large-Cap Growth Equity Portfolio |
The Large-Cap Value Equity Portfolio |
The Real Estate Investment Trust Portfolio |
(also known as Delaware REIT Fund) |
The Real Estate Investment Trust Portfolio II |
The Select 20 Portfolio
|
Delaware VIP ® Trust |
Delaware VIP ® Cash Reserve Series |
Delaware VIP ® Diversified Income Series |
Delaware VIP ® Emerging Markets Series |
Delaware VIP ® High Yield Series |
Delaware VIP ® International Value Equity Series |
Delaware VIP ® Limited-Term Diversified Income Series |
Delaware VIP ® REIT Series |
Delaware VIP ® Small Cap Value Series |
Delaware VIP ® Smid Cap Growth Series |
Delaware VIP ® U.S. Growth Series |
Delaware VIP
®
Value Series
|
Voyageur Insured Funds |
Delaware Tax-Free Arizona Fund
|
Voyageur Intermediate Tax Free Funds |
Delaware Tax-Free Minnesota Intermediate Fund
|
Voyageur Mutual Funds |
Delaware Minnesota High-Yield Municipal Bond Fund |
Delaware National High-Yield Municipal Bond Fund |
Delaware Tax-Free California Fund |
Delaware Tax-Free Idaho Fund |
Delaware Tax-Free New York Fund
|
Voyageur Mutual Funds II |
Delaware Tax-Free Colorado Fund
|
Voyageur Mutual Funds III |
Delaware Select Growth Fund |
Delaware Large Cap Core Fund
|
Voyageur Tax Free Funds |
Delaware Tax-Free Minnesota Fund
|
CLOSED-END FUNDS |
Delaware Investments Dividend and Income Fund, Inc. |
Delaware Investments Global Dividend and Income Fund, Inc. |
Delaware Investments Arizona Municipal Income Fund, Inc. |
Delaware Investments Colorado Municipal Income Fund, Inc. |
Delaware Investments National Municipal Income Fund |
Delaware Investments Minnesota Municipal Income Fund II, Inc. |
Delaware Enhanced Global Dividend and Income Fund |