0001193125-12-518135.txt : 20121228 0001193125-12-518135.hdr.sgml : 20121228 20121228154626 ACCESSION NUMBER: 0001193125-12-518135 CONFORMED SUBMISSION TYPE: 497 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20121228 DATE AS OF CHANGE: 20121228 EFFECTIVENESS DATE: 20121228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LOOMIS SAYLES FUNDS II CENTRAL INDEX KEY: 0000872649 IRS NUMBER: 043113285 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-39133 FILM NUMBER: 121290809 BUSINESS ADDRESS: STREET 1: 399 BOYLSTON STREET STREET 2: 12TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-449-2810 MAIL ADDRESS: STREET 1: 399 BOYLSTON STREET STREET 2: 12TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: LOOMIS SAYLES FUNDS I DATE OF NAME CHANGE: 20031119 FORMER COMPANY: FORMER CONFORMED NAME: LOOMIS SAYLES FUNDS DATE OF NAME CHANGE: 20031015 FORMER COMPANY: FORMER CONFORMED NAME: LOOMIS SAYLES FUNDS II DATE OF NAME CHANGE: 20030718 0000872649 S000006695 Loomis Sayles Mid Cap Growth Fund C000018222 Class Y LSAIX C000018223 Class A LAGRX C000075148 Class C LSACX 0000872649 S000006697 Loomis Sayles Value Fund C000018225 Loomis Sayles Value Fund - Class Y LSGIX C000034548 Loomis Sayles Value Fund - Class A LSVRX C000049398 Loomis Sayles Value Fund - Class B LSVBX C000049399 Loomis Sayles Value Fund - Class C LSCVX C000082997 Admin Class LSAVX 0000872649 S000006698 Loomis Sayles Global Equity and Income Fund C000018226 Class Y LSWWX C000027670 Class A LGMAX C000027671 Class C LGMCX 0000872649 S000006699 Loomis Sayles Growth Fund C000018227 Class A LGRRX C000018228 Class B LGRBX C000018229 Class C LGRCX C000018230 Class Y LSGRX 0000872649 S000006700 Loomis Sayles High Income Fund C000018231 Class A NEFHX C000018232 Class B NEHBX C000018233 Class C NEHCX C000069253 Class Y NEHYX 0000872649 S000006701 Loomis Sayles Investment Grade Bond Fund C000018234 Class A LIGRX C000018235 Class B LGBBX C000018236 Class C LGBCX C000018238 Class Y LSIIX C000082998 Admin Class LIGAX 0000872649 S000006702 Loomis Sayles Limited Term Government and Agency Fund C000018239 Class A NEFLX C000018240 Class B NELBX C000018241 Class C NECLX C000018242 Class Y NELYX 0000872649 S000006705 Loomis Sayles Small Cap Growth Fund C000018249 Institutional Class LSSIX C000018250 Retail Class LCGRX 0000872649 S000006706 Loomis Sayles Strategic Income Fund C000018251 Class A NEFZX C000018252 Class B NEZBX C000018253 Class C NECZX C000018254 Class Y NEZYX C000082999 Admin Class NEZAX 0000872649 S000020816 Loomis Sayles International Bond Fund C000058150 Loomis Sayles International Bond Fund- Class A LSIAX C000058151 Loomis Sayles International Bond Fund- Class C LSICX C000058152 Loomis Sayles International Bond Fund- Class Y LSIYX 497 1 d459325d497.htm LOOMIS SAYLES FUNDS II Loomis Sayles Funds II

NATIXIS FUNDS

Supplement dated December 28, 2012, to the Natixis Funds Statement of Additional Information

dated February 1, 2012, as may be revised or supplemented from time to time, for the following funds:

 

Loomis Sayles Core Plus Bond Fund

   Loomis Sayles Investment Grade Bond Fund

Loomis Sayles Global Equity and Income Fund

   Loomis Sayles Limited Term Government and Agency Fund

Loomis Sayles Growth Fund

   Loomis Sayles Mid Cap Growth Fund

Loomis Sayles High Income Fund

   Loomis Sayles Strategic Income Fund

Loomis Sayles International Bond Fund

   Loomis Sayles Value Fund

Effective January 1, 2013, Edmond J. English has been appointed as an Independent Trustee to the Board of Trustees for the Natixis Funds, Loomis Sayles Funds and Hansberger International Series. Accordingly, the following is hereby added to the table located in the sub-section “Trustees and Officers” within the section “Management of the Trusts”:

 

Name and Year of Birth

  

Position(s) Held

with the Trust(s),

Length of Time

Served and Term

of Office1

  

Principal

Occupation(s)

During Past 5 Years

  

Number of

Portfolios in Fund

Complex

Overseen2

and Other

Directorships Held

During Past 5

Years

  

Experience,

Qualifications,

Attributes, Skills

for Board Membership

Edmond J. English (1953)

  

Trustee

 

Since 2013 for

Natixis Funds Trust I

and Loomis

Sayles Funds II

 

Contract Review

and Governance

Committee

Member

  

Chief Executive

Officer of Bob’s

Discount Furniture

(retail)

  

44

 

Formerly, Director,

BJ’s Wholesale

Club (retail);

formerly, Director,

Citizens Financial

Group (bank)

  

Significant

experience on the

board of other

business

organizations

(including at a retail

company and a

bank); executive

experience

(including at a retail

company)

 

1 

Each trustee serves until retirement, resignation or removal from the Board of Trustees of the Trusts. The current retirement age is 72. The position of Chairperson of the Board is appointed for a two-year term. Ms. Moose was appointed to serve an additional two year term as the Chairperson of the Board on November 18, 2011.

2 

The trustees of the Trusts serve as trustees of a fund complex that includes all series of the Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV and Gateway Trust (collectively, the “Natixis Funds Trusts”), Loomis Sayles Funds I and Loomis Sayles Funds II (collectively, the “Loomis Sayles Funds Trusts”), and Hansberger International Series (collectively, the “Fund Complex”).

Effective at the close of business on December 31, 2012, Graham T. Allison, Jr. has retired from the Board of Trustees of the Trusts. Accordingly, all references to Mr. Allison are hereby deleted at the close of business on December 31, 2012.


Effective January 1, 2013, the first paragraph in the sub-section “Leadership and Structure of the Board” within the section “Management of the Trusts” is hereby replaced with the following:

The Board is led by the Chairperson of the Board, who is an Independent Trustee. The Board of Trustees of Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and Hansberger International Series currently consists of thirteen trustees, ten of whom are Independent Trustees. The Board of Trustees of Natixis Funds Trust II currently consists of thirteen trustees, nine of whom are Independent Trustees. The trustees have delegated significant oversight authority to the two standing committees of the Trust, the Audit Committee and Contract Review and Governance Committee. The Audit Committee consists solely of Independent Trustees. These committees meet separately and at times jointly, with the joint meetings intended to educate and involve all Independent Trustees in significant committee-level topics. As well as handling matters directly, the committees raise matters to the Board for consideration. In addition to the oversight performed by the committees and the Board, the Chairperson of the Board and the chairpersons of each committee interact frequently with management regarding topics to be considered at Board and committee meetings as well as items arising between meetings. At least once a year the Board reviews its governance structure. The Board believes its leadership structure is appropriate and effective in that it allows for oversight at the committee or board level, as the case may be, while facilitating communications among the trustees and between the Board and Fund management.

Effective January 1, 2013, Edmond J. English has been appointed as a member of the Contract Review and Governance Committee and Erik R. Sirri has resigned from the Contract Review and Governance Committee and has been appointed as a member of the Audit Committee. Accordingly, the list of the members of the Audit Committee and Contract Review and Governance Committee in the sub-section “Leadership and Structure of the Board” within the section “Management of the Trusts” is hereby replaced with the following:

 

Audit Committee

  

Contract Review and Governance Committee

Kenneth A. Drucker – Chairman

   Daniel M. Cain – Chairman

Wendell J. Knox

   Charles D. Baker

Erik R. Sirri

   Edmond J. English

Cynthia L. Walker

   Martin T. Meehan
   Peter J. Smail

Effective January 1, 2013, the second paragraph in the sub-section “Trustee Fees” within the section “Management of the Trusts” is hereby replaced with the following:

The Chairperson of the Board receives a retainer fee at the annual rate of $285,000. The Chairperson does not receive any meeting attendance fees for Board of Trustees meetings or committee meetings that she attends. Each Independent Trustee (other than the Chairperson) receives, in the aggregate, a retainer fee at the annual rate of $115,000. Each Independent Trustee also receives a meeting attendance fee of $10,000 for each meeting of the Board of Trustees that he or she attends in person and $5,000 for each meeting of the Board of Trustees that he or she attends telephonically. In addition, each committee chairman receives an additional retainer fee at the annual rate of $17,500. Each Contract Review and Governance Committee and Audit Committee member is compensated $6,000 for each Committee meeting that he or she attends in person and $3,000 for each committee meeting that he or she attends telephonically. These fees are allocated among the mutual fund portfolios in the Natixis Funds Trusts, Loomis Sayles Funds Trusts, Hansberger International Series and Gateway Trust based on a formula that takes into account, among other factors, the relative net assets of each mutual fund portfolio.


As of December 31, 2011, Mr. English owned shares of Funds overseen by the Board of Trustees for the Natixis Funds, Loomis Sayles Funds and Hansberger International Series. Accordingly, the following is hereby added to the table located in the sub-section “Fund Securities Owned by the Trustees” within the section “Management of the Trusts”:

Independent Trustees

 

Dollar Range of Fund Shares1

   Edmond J. English

Core Plus Bond Fund

   A

Global Equity and Income Fund

   A

Growth Fund

   A

High Income Fund

   A

International Bond Fund

   A

Investment Grade Bond Fund

   E

Limited Term Government and Agency Fund

   A

Mid Cap Growth Fund

   A

Strategic Income Fund

   E

Value Fund

   A

Aggregate Dollar Range of Fund Shares in Fund Complex Overseen by Trustee

   E

 

1    A.

 

None

  

D.

  

$50,001- $100,000

    B.

 

$1- 10,000

  

E. 

  

over  $100,000

    C.

 

$10,001- $50,000

     


LOOMIS SAYLES FUNDS

Supplement dated December 28, 2012, to the Loomis Sayles Funds Statement of Additional Information dated February 1, 2012, as may be revised or supplemented from time to time, for the following funds:

 

Loomis Sayles Bond Fund

   Loomis Sayles Intermediate Duration Bond Fund

Loomis Sayles Global Bond Fund

   Loomis Sayles Small Cap Growth Fund

Loomis Sayles Inflation Protected Securities Fund

   Loomis Sayles Small Cap Value Fund

Effective January 1, 2013, Edmond J. English has been appointed as an Independent Trustee to the Board of Trustees for the Natixis Funds, Loomis Sayles Funds and Hansberger International Series. Accordingly, the following is hereby added to the table located in the sub-section “Trustees and Officers” within the section “Management of the Trusts”:

 

Name and

Year of Birth

  

Position(s) Held

with the Trust(s),
Length of Time
Served and

Term of Office*

  

Principal
Occupation(s)
During

Past 5 Years

  

Number of
Portfolios in Fund
Complex
Overseen** and
Other
Directorships Held

During the Past 5
Years

  

Experience,

Qualifications,

Attributes, Skills

for Board

Membership

Edmond J. English (1953)

  

Trustee

 

Since 2013 for Loomis Sayles Funds I and Loomis Sayles Funds II

 

Contract Review and Governance Committee

Member

   Chief Executive Officer of Bob’s Discount Furniture (retail)   

44

 

Formerly, Director, BJ’s Wholesale Club (retail); formerly, Director, Citizens Financial Group (bank)

   Significant experience on the board of other business organizations (including at a retail company and a bank); executive experience (including at a retail company)

 

* Each trustee serves until retirement, resignation or removal from the Board of Trustees of the Trusts. The current retirement age is 72. The position of Chairperson of the Board is appointed for a two-year term. Ms. Moose was appointed to serve an additional two-year term as the Chairperson of the Board of Trustees on November 18, 2011.
** The trustees of the Trusts serve as trustees of a fund complex that includes all series of the Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV and Gateway Trust (collectively, the “Natixis Funds Trusts”), Loomis Sayles Funds I and Loomis Sayles Funds II (collectively, the “Loomis Sayles Funds Trusts”), and Hansberger International Series (collectively, the “Fund Complex”).

Effective at the close of business on December 31, 2012, Graham T. Allison, Jr. has retired from the Board of Trustees of the Trusts. Accordingly, all references to Mr. Allison are hereby deleted at the close of business on December 31, 2012.


Effective January 1, 2013, the first paragraph in the sub-section “Leadership and Structure of the Board” within the section “Management of the Trusts” is hereby replaced with the following:

The Board is led by the Chairperson of the Board, who is an Independent Trustee. The Board of Trustees of Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and Hansberger International Series currently consists of thirteen trustees, ten of whom are Independent Trustees. The Board of Trustees of Natixis Funds Trust II currently consists of thirteen trustees, nine of whom are Independent Trustees. The trustees have delegated significant oversight authority to the two standing committees of the Trust, the Audit Committee and Contract Review and Governance Committee. The Audit Committee consists solely of Independent Trustees. These committees meet separately and at times jointly, with the joint meetings intended to educate and involve all Independent Trustees in significant committee-level topics. As well as handling matters directly, the committees raise matters to the Board for consideration. In addition to the oversight performed by the committees and the Board, the Chairperson of the Board and the chairpersons of each committee interact frequently with management regarding topics to be considered at Board and committee meetings as well as items arising between meetings. At least once a year the Board reviews its governance structure. The Board believes its leadership structure is appropriate and effective in that it allows for oversight at the committee or board level, as the case may be, while facilitating communications among the trustees and between the Board and Fund management.

Effective January 1, 2013, Edmond J. English has been appointed as a member of the Contract Review and Governance Committee and Erik R. Sirri has resigned from the Contract Review and Governance Committee and has been appointed as a member of the Audit Committee. Accordingly, the list of the members of the Audit Committee and Contract Review and Governance Committee in the sub-section “Leadership and Structure of the Board” within the section “Management of the Trusts” is hereby replaced with the following:

 

Audit Committee

  

Contract Review and Governance Committee

Kenneth A. Drucker – Chairman

   Daniel M. Cain – Chairman

Wendell J. Knox

   Charles D. Baker

Erik R. Sirri

   Edmond J. English

Cynthia L. Walker

   Martin T. Meehan
   Peter J. Smail

Effective January 1, 2013, the second paragraph in the sub-section “Trustee Fees” within the section “Management of the Trusts” is hereby replaced with the following:

The Chairperson of the Board receives a retainer fee at the annual rate of $285,000. The Chairperson does not receive any meeting attendance fees for Board of Trustees meetings or committee meetings that she attends. Each Independent Trustee (other than the Chairperson) receives, in the aggregate, a retainer fee at the annual rate of $115,000. Each Independent Trustee also receives a meeting attendance fee of $10,000 for each meeting of the Board of Trustees that he or she attends in person and $5,000 for each meeting of the Board of Trustees that he or she attends telephonically. In addition, each committee chairman receives an additional retainer fee at the annual rate of $17,500. Each Contract Review and Governance Committee and Audit Committee member is compensated $6,000 for each Committee meeting that he or she attends in person and $3,000 for each committee meeting that he or she attends telephonically. These fees are allocated among the mutual fund portfolios in the Natixis Funds Trusts, Loomis Sayles Funds Trusts, Hansberger International Series and Gateway Trust based on a formula that takes into account, among other factors, the relative net assets of each mutual fund portfolio.


As of December 31, 2011, Mr. English owned shares of Funds overseen by the Board of Trustees for the Natixis Funds, Loomis Sayles Funds and Hansberger International Series. Accordingly, the following is hereby added to the table located in the sub-section “Fund Securities Owned by the Trustees” within the section “Management of the Trusts”:

Independent Trustees

 

Dollar Range of Fund Shares*

  

Edmond J. English

Loomis Sayles Bond Fund

   A

Loomis Sayles Global Bond Fund

   A

Loomis Sayles Inflation Protected Securities Fund

   A

Loomis Sayles Intermediate Duration Bond Fund

   A

Loomis Sayles Small Cap Growth Fund

   A

Loomis Sayles Small Cap Value Fund

   A

Aggregate Dollar Range of Fund Shares in All Funds Overseen by Trustee in the Fund Complex

   E

 

* A.    None
   B.    $1 – 10,000
   C.    $10,001 – $50,000
   D.    $50,001 – $100,000
   E.    over $100,000