M&A - DELAWARE VIP TRUST

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Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: Update

Accession Number: 000113743925000351

Filing Summary: On April 21, 2025, Macquarie Group Limited announced an agreement with Nomura Holding America Inc. for Nomura to acquire the US and European public investments asset management business of Macquarie Asset Management. This transaction is contingent upon customary closing conditions, including necessary regulatory approvals, and is expected to conclude by the end of October 2025. The closing of this acquisition will lead to the automatic termination of each Fund’s investment advisory agreement with Delaware Management Company (DMC). Consequently, the Funds’ Board of Trustees will need to approve new investment advisory agreements to proceed with the changes. Shareholder approval will also be sought for the new agreements, which will take effect upon closing of the transaction.

Additional details:

Parent Company: Macquarie Group Limited


Acquirer: Nomura Holding America Inc.


Business Segment: US and European public investments asset management


Expected Closing Date: October 2025


Advisory Agreement Termination: investment advisory agreement with DMC will terminate


Board Approval Required: new investment advisory agreement and sub-advisory agreement(s) will require Board approval


Shareholder Approval: new investment advisory agreement will be presented to shareholders for approval


Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: New

Accession Number: 000113743925000353

Filing Summary: On April 21, 2025, Macquarie Group Limited, the parent company of Delaware Management Company (DMC), announced an agreement for Nomura Holding America Inc. to acquire the US and European public investments asset management business of Macquarie Asset Management. The transaction is contingent upon customary closing conditions and regulatory approvals, with an expected closing date by the end of October 2025. The completion of this acquisition will automatically terminate each Fund's investment advisory agreement with DMC, prompting the Fund's Board of Trustees to consider new investment advisory agreements to be presented to shareholders for approval. The document underscores the necessity for investors to consult tax professionals regarding various tax implications and affirms that the entities involved are not deposit-taking institutions under the Banking Act 1959 of Australia, and Macquarie Bank does not guarantee the obligations of these entities.

Additional details:

Macquarie Parent Company: Macquarie Group Limited


Nomura Acquirer: Nomura Holding America Inc.


Advisory Agreement Termination: Each Fund's investment advisory agreement with DMC will terminate upon closing


Expected Closing Date: by the end of October 2025


Regulatory Approvals Required: Yes


New Agreements Needed: New investment advisory and sub-advisory agreements will be needed if approved by the Board


Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: Update

Accession Number: 000113743925000355

Filing Summary: On April 21, 2025, Macquarie Group Limited, the parent company of Delaware Management Company (DMC), announced an agreement for Nomura Holding America Inc. to acquire the US and European public investments asset management business of Macquarie Asset Management. The transaction is contingent upon customary closing conditions and regulatory approvals, expected to close by the end of October 2025. As a result, each Fund's investment advisory agreement with DMC will automatically terminate, and the Fund's Board of Trustees will need to approve new investment advisory and sub-advisory agreements to be presented to shareholders for approval, effective upon the transaction's closing. Additionally, the document emphasizes that investors should consult tax professionals regarding potential consequences before investing or acting on distributions.

Additional details:

Investment Advisory Agreement Termination: Yes


Expected Closing Date: 2025-10-31


Acquirer: Nomura Holding America Inc.


Parent Company: Macquarie Group Limited


Investment Risk Warning: Investors are subject to investment risk including possible delays in repayment and loss of income and principal invested.


Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: New

Accession Number: 000113743925000356

Filing Summary: On April 21, 2025, Macquarie Group Limited, the parent company of Delaware Management Company (DMC), along with certain affiliates and Nomura Holding America Inc., announced an agreement for Nomura to acquire the US and European public investments asset management business of Macquarie Asset Management. The transaction is contingent upon customary closing conditions, including necessary regulatory approvals, and is expected to finalize by the end of October 2025. Following the transaction's completion, each Fund's investment advisory agreement with DMC will automatically terminate, necessitating new agreements which will require Board approval and subsequently, approval from Fund shareholders. Furthermore, investors should consult tax professionals regarding the tax implications associated with their investments.

Additional details:

Investment Advisory Agreement Termination: Each Fund’s investment advisory agreement with DMC will automatically terminate upon transaction closing


Transaction Closing Date: Expected to close by the end of October 2025


New Agreement Approval Required: New investment advisory and sub-advisory agreements will need Board and shareholder approval


Tax Implications: Investors should consult tax professionals regarding tax consequences before making investments


Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: Update

Accession Number: 000113743925000358

Filing Summary: On April 21, 2025, Macquarie Group Limited, the parent company of Delaware Management Company, announced an agreement for Nomura Holding America Inc. to acquire the US and European public investments asset management business of Macquarie Asset Management. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close by the end of October 2025. As a result of the acquisition, each Fund's investment advisory agreement with Delaware Management Company will automatically terminate, prompting the Fund's Board of Trustees to approve new investment advisory and sub-advisory agreements. If the Board approves these new agreements, they will be presented to Fund shareholders for further approval, taking effect upon the transaction's closing. Investors are advised to consult tax professionals regarding potential tax consequences and risks associated with the investment.

Additional details:

Macquarie Group Parent: Macquarie Group Limited


Nomura Acquiring Entity: Nomura Holding America Inc.


Expected Closing Date: October 2025


Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: New

Accession Number: 000113743925000360

Filing Summary: On April 21, 2025, Macquarie Group Limited, along with Delaware Management Company and certain affiliates, announced an agreement for Nomura Holding America Inc. to acquire the US and European public investments asset management business of Macquarie Asset Management. The transaction is subject to customary closing conditions and regulatory approvals, expected to close by the end of October 2025. As a result of this acquisition, the investment advisory agreement between each Macquarie Fund and DMC will terminate, necessitating Board approval for new agreements. Shareholder approval will also be sought post-Board approval. The document advises consulting a tax professional regarding tax consequences of investments in the Fund, affirming that the noted entities are not tied to Macquarie Bank Limited and carry investment risks.

Additional details:

Investment Advisory Agreement Status: will terminate


Expected Closing Date: end of October 2025


Regulatory Approvals Required: yes


New Agreement Approval Required: yes


Shareholder Approval Needed: yes


Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: Update

Accession Number: 000113743925000362

Filing Summary: On April 21, 2025, Macquarie Group Limited, the parent company of Delaware Management Company (DMC), entered into an agreement for Nomura Holding America Inc. to acquire the US and European public investments asset management business of Macquarie Asset Management. This transaction is subject to customary closing conditions and applicable regulatory approvals, with an expected closing by the end of October 2025. The closing will lead to the automatic termination of the investment advisory agreement with DMC for each Fund, prompting the Funds' Board of Trustees to approve new advisory agreements before seeking shareholder approval. Investors are advised to consult tax professionals regarding any tax implications of the investment. The document emphasizes the unique investment risks involved, including potential losses and no guarantees on returns from Macquarie Group companies.

Additional details:

Transaction Details: Nomura to acquire US and European public investments asset management business of Macquarie Asset Management


Expected Closing: end of October 2025


Investment Advisory Agreement Termination: automatic termination of investment advisory agreement with DMC


Shareholder Approval: new advisory agreement to be presented to Fund shareholders for approval


Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: Update

Accession Number: 000113743925000363

Filing Summary: On April 21, 2025, Macquarie Group Limited, the parent of Delaware Management Company, announced an agreement with Nomura Holding America Inc. for Nomura to acquire the US and European public investments asset management business of Macquarie Asset Management. The transaction is subject to customary closing conditions, including applicable regulatory approvals, and is expected to close by the end of October 2025. Upon closing, the Investment Company Act of 1940 mandates the automatic termination of each Fund’s investment advisory agreement with Delaware Management Company, necessitating the Board to approve new agreements. The agreement will subsequently be presented to Fund shareholders for their approval. Investors are advised to consult tax professionals regarding the implications of this adjustment.

Additional details:

Investment Company Act: 1940


Acquisition Target: US and European public investments asset management business


Closing Estimate: October 2025


Tax Consultation Advisory: consult your tax professional about potential tax consequences


Form Type: 497K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: New

Accession Number: 000113743925000365

Filing Summary: On April 21, 2025, Macquarie Group Limited, the parent company of Delaware Management Company (DMC), along with certain affiliates and Nomura Holding America Inc. (Nomura), announced an agreement for Nomura to acquire Macquarie's US and European public investments asset management business. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close by the end of October 2025. The completion of this transaction will lead to the automatic termination of each Fund's investment advisory agreement with DMC, necessitating Board approval for new investment advisory agreements and sub-advisory agreements. If approved, the new agreements will be presented to Fund shareholders for further approval. Investors are advised to consider their unique tax situations before making investment decisions.

Additional details:

Investment Advisory Agreement Termination: automatic termination of each Fund’s investment advisory agreement with DMC


Expected Closing Date: end of October 2025


New Agreements Required: new investment advisory agreement and new sub-advisory agreement(s) required if approved by the Board


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