DIAMOND HILL FUNDS

Diamond Hill Corporate Credit Fund

Diamond Hill High Yield Fund

325 John H. McConnell Boulevard, Suite 200

Columbus, Ohio 43215

Special Meeting of Shareholders to Be Held on June 11, 2021

April 12, 2021

Dear Shareholder:

Shareholders of Diamond Hill Corporate Credit Fund and Diamond Hill High Yield Fund (the "Funds") are being asked to vote on proposed reorganization transactions related to those Funds. You are being asked to vote on the transaction(s) related to the Fund(s) that you own.

The transaction for each Fund involves a proposal to reorganize the Fund into an acquiring fund (a "Reorganization"), as follows:

Your Fund

Acquiring Fund

Diamond Hill Corporate Credit Fund

BrandywineGLOBAL - Corporate Credit Fund

Diamond Hill High Yield Fund

BrandywineGLOBAL - High Yield Fund

The Board of Trustees of the Funds has called a special meeting of shareholders ("Meeting") of the Funds to consider and vote on the transactions, to be held on June 11, 2021, at the offices of Diamond Hill Funds, 325 John H. McConnell Boulevard, Suite 200, Columbus, Ohio 43215 at 10:00 a.m., Eastern time. However, we intend to monitor the recommendations of public health officials and governmental restrictions as the COVID-19 pandemic continues. If we decide to hold a meeting at a different time, in a different location, or partially or entirely by means of remote communication (i.e., a virtual meeting), we will make an announcement in the manner discussed in these materials.

The attached Proxy Statement/Prospectus asks for your approval of the proposed Reorganization for your Fund(s) and contains detailed information about each of the proposals.

The Board of Trustees recommends that you vote "FOR" the proposed Reorganization of your Fund(s). Before you vote, please read the Proxy Statement/Prospectus for an explanation of the proposals.

In light of the continuing risk posed by the coronavirus (COVID-19) pandemic, we strongly encourage shareholders to return the proxy card or vote by phone or electronically prior to the Meeting rather than attending in person.

Your vote on this matter is important. Please promptly follow the enclosed instructions to submit voting instructions by telephone or over the Internet. Alternatively, you may submit voting instructions by signing and dating each proxy card and returning it in the accompanying postage-paid return envelope.

It is important that your vote be received no later than the time of the Meeting.

Sincerely,

Thomas E. Line

President

Diamond Hill Funds

i

DIAMOND HILL FUNDS

Diamond Hill Corporate Credit Fund

Diamond Hill High Yield Fund

325 John H. McConnell Boulevard, Suite 200

Columbus, Ohio 43215

Special Meeting of Shareholders to Be Held on June 11, 2021

IMPORTANT NEWS FOR SHAREHOLDERS OF EACH FUND

The enclosed combined Proxy Statement/Prospectus describes a proposal to reorganize your fund into a corresponding acquiring fund. While we encourage you to read the full text of the enclosed combined Proxy Statement/Prospectus, here is a brief overview of the proposed reorganizations. Please refer to the more complete information about the reorganizations, including the Form of Agreement and Plan of Reorganization, contained elsewhere in the combined Proxy Statement/ Prospectus.

YOUR VOTE IS VERY IMPORTANT!

COMMON QUESTIONS ABOUT THE PROPOSED REORGANIZATION

  1. WHY IS A SHAREHOLDER MEETING BEING HELD?
  1. The Board of Trustees (the "Board") of your fund (a "Target Fund") has approved a reorganization, subject to shareholder approval, under which your fund would be reorganized into a newly organized fund (an "Acquiring Fund") managed by Legg Mason Partners Fund Advisor, LLC and subadvised by Brandywine Global Investment Management, LLC ("Brandywine Global" or the "subdviser" and the proposed reorganization, the "Reorganization"). The new Acquiring Fund and your fund have the same portfolio managers, the same investment objective, and substantially similar principal investment strategies (see below for information about differences in the funds' investment strategies and policies). If shareholders of your fund approve the Reorganization, you would become a shareholder of the corresponding acquiring fund shown in the chart below.

Your Fund (Target Fund)

Acquiring Fund

Diamond Hill Corporate Credit Fund

BrandywineGLOBAL - Corporate Credit Fund

Diamond Hill High Yield Fund

BrandywineGLOBAL - High Yield Fund

  1. HOW WILL THE REORGANIZATION AFFECT ME?
  1. If the Reorganization of your fund is approved, your fund's assets will be transferred to, and its liabilities will be assumed by, the corresponding Acquiring Fund and you will become a shareholder of the Acquiring Fund. You will receive shares of the Acquiring Fund with a value equal to the value of your current fund's shares, calculated using the Acquiring Fund's valuation procedures. See "Information about the Proposed Reorganizations-The Reorganization Agreement" below for additional information.
  1. WHY IS THE REORGANIZATION BEING RECOMMENDED?
  1. Your fund's investment adviser, Diamond Hill Capital Management, Inc. ("Diamond Hill"), has agreed to sell certain assets relating to its management of the Target Funds to Brandywine Global (the "Adviser Transaction"). In connection with the Adviser Transaction, John McClain and William Zox, the portfolio managers of the Target Funds, have agreed to join Brandywine Global and to serve as the portfolio managers of the Acquiring Funds following the Reorganizations.

ii

Diamond Hill has recommended that your fund's Board approve the Reorganization of your fund described above. The Board determined that the Reorganizations are in the best interests of each Target Fund and its shareholders. The Board considered a number of factors in recommending each Reorganization, including the following:

  • that Diamond Hill has agreed to sell certain assets relating to its management of the Target Funds to Brandywine Global;
  • that the portfolio managers of the Target Funds have agreed to join Brandywine Global and to serve as the portfolio managers of the Acquiring Fund following the Reorganizations;
  • that each Acquiring Fund has the same investment objective and substantially similar principal investment strategies as the corresponding Target Fund;
  • that each Acquiring Fund will assume the historical performance of the corresponding Target Fund;
  • the reputation, financial strength, resources, distribution networks, and capabilities of Franklin Resources, Inc. ("Franklin Resources"), Legg Mason Partners Fund Advisor, LLC ("LMPFA" or the "manager") and Brandywine Global;
  • that shares of the Acquiring Funds will be exchangeable for shares of a large number of other funds managed by
    LMPFA;
  • that no sales load, contingent deferred sales charge, commission, redemption fee or other transactional fee will be charged in consummating the Reorganizations;
  • that neither the Target Funds nor the Acquiring Funds will bear any expenses relating to the reorganization;
  • that the Reorganization is expected to constitute a tax-free reorganization and, therefore, that it is expected that Target Fund shareholders will not recognize gain or loss for federal income tax purposes as a direct result of the Reorganization;
  • that the estimated total annual operating expenses of the Acquiring Funds are generally expected to be the same or lower than the total annual operating expenses of the Target Funds, except that estimated total annual fund operating expenses for Class IS shares of the BrandywineGLOBAL - High Yield Fund are estimated to be 0.01% higher than those of the corresponding class of Diamond Hill High Yield Fund; and
  • that the manager of the Acquiring Funds has agreed to waive expenses and/or reimburse certain operating expenses until December 31, 2022.

For more information on factors considered by the Board, please see "Information about the Proposed Reorganizations- Reasons for the Reorganizations and Board Considerations" below.

  1. WHAT ARE LMPFA AND BRANDYWINE GLOBAL?
  1. LMPFA and Brandywine Global are indirect, wholly-owned subsidiaries of Franklin Resources. Franklin Resources is a global investment management organization operating, together with its subsidiaries, as Franklin Templeton. As of December 31, 2020, Franklin Templeton's asset management operations had aggregate assets under management of approximately $1.5 trillion.

If the Reorganization of your fund is approved, LMPFA would serve as the manager of the corresponding Acquiring Fund. LMPFA provides administrative and certain oversight services to a number of registered investment companies and other investment vehicles in the Franklin Templeton fund family. As of December 31, 2020, LMPFA's total assets under management were approximately $214.6 billion.

If the Reorganization of your fund is approved, Brandywine Global would serve as the subadviser of the corresponding Acquiring Fund and would be responsible for the day-to-day portfolio management of the Acquiring Fund. Brandywine Global provides investment advisory services to a number of registered investment companies and other investment vehicles in the Franklin Templeton fund family. Since 1986, Brandywine Global has provided a range of differentiated fixed income, equity, and alternative solutions to clients worldwide. As of December 31, 2020, Brandywine Global's total assets under management were approximately $63.8 billion. See "Information About Management of the Acquiring Funds" below for additional information.

iii

  1. WHO WILL BE THE PORTFOLIO MANAGERS OF MY FUND?
  1. John McClain and William Zox, the portfolio managers of your fund, have agreed to join Brandywine Global and to serve as the portfolio managers of the Acquiring Funds in connection with the Reorganization and Adviser Transaction.
  1. ARE MY FUND'S INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED POLICIES SIMILAR TO THOSE OF THE ACQUIRING FUND?
  1. The Target Funds and the corresponding Acquiring Funds have the same investment objective and substantially similar principal investment strategies. For more information, please see "Comparison of Investment Objectives, Strategies and Principal Risks of Investing in the Funds" in the Proxy Statement/Prospectus.
  1. WILL THE MANAGEMENT FEE PAID BY MY FUND CHANGE?
  1. No. Each Acquiring Fund will pay a management fee at the same rate as the management fee paid by the corresponding Target Fund.
  1. HOW WILL THE REORGANIZATION AFFECT FUND FEES AND EXPENSES?
  1. Following is a summary of the anticipated effects that the Reorganization will have on the fees and expenses of the corresponding classes of your fund:

Diamond Hill Corporate Credit Fund into BrandywineGLOBAL - Corporate Credit Fund

Total annual fund operating expenses for Class A, Class I and Class IS shares of the Acquiring Fund are each estimated to be lower than those of the corresponding class of the Target Fund. The manager of the Acquiring Fund has agreed to waive fees and/or reimburse operating expenses (other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses, and acquired fund fees and expenses) until December 31, 2022, so that total annual operating expenses for Class A, Class I, and Class IS shares of the Acquiring Fund will not exceed total annual operating expenses of the corresponding class of the Target Fund for the year ended December 31, 2020, except to the extent any excess is due to the expense items that are excluded from the agreement to waive and/or reimburse expenses. The Acquiring Fund will commence operations upon consummation of the Reorganization, so the Acquiring Fund's fees and expenses have been estimated. Actual fees and expenses may be higher or lower. Please see "Summary-Comparison of Fees and Expenses" in the Proxy Statement/Prospectus for a detailed breakdown of the fees and expenses paid by your fund in comparison with those paid by the Acquiring Fund.

There is no initial or deferred sales charge on purchases or sales of Class I or Class Y shares of the Target Funds or the corresponding classes of the Acquiring Funds, respectively. Investor Class shares of the Target Funds do not bear an initial or deferred sales charge. Class A shares of the Acquiring Funds will bear a sales charge of up to 3.50%, which will decrease as the size of the investment increases to certain levels. A shareholder does not pay an initial sales charge when it buys $1,000,000 or more of Class A shares, but will pay a contingent deferred sales charge of 1.00% if the Class A shares are redeemed within 18 months of purchase. Please see "Summary-Fee and Expense Comparison Tables" and "Summary- Comparison of Sales Loads, Distribution and Shareholder Servicing Arrangements and Purchase, Redemption and Exchange Policies and Procedures" in the Proxy Statement/Prospectus for more information.

Diamond Hill High Yield Fund into BrandywineGLOBAL - High Yield Fund

Total annual fund operating expenses for Class A and Class I shares of the Acquiring Fund are estimated to be lower than or equal to those of the corresponding class of shares of the Target Fund. Total annual fund operating expenses for Class IS shares of the Acquiring Fund are estimated to be 0.01% higher than those of the corresponding class of the Target Fund. However, the manager of the Acquiring Fund has agreed to waive fees and/or reimburse operating expenses (other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses, and acquired fund fees and expenses) until December 31, 2022, so that total annual operating expenses for Class A, Class I and Class IS shares of the Acquiring Fund will not exceed total annual operating expenses of the corresponding class of the Target Fund for the year ended December 31, 2020, except to the extent any excess is due to the expense items that are excluded from the agreement to waive and/or reimburse expenses. The Acquiring Fund will commence operations upon consummation of the Reorganization, so the Acquiring Fund's fees and expenses have been estimated. Actual fees and expenses may be higher or

iv

lower. Please see "Summary-Comparison of Fees and Expenses" in the Proxy Statement/Prospectus for a detailed breakdown of the fees and expenses paid by your fund in comparison with those paid by the Acquiring Fund.

There is no initial or deferred sales charge on purchases or sales of Class I or Class Y shares of the Target Funds or the corresponding classes of the Acquiring Funds, respectively. Investor Class shares of the Target Funds do not bear an initial or deferred sales charge. Class A shares of the Acquiring Funds will bear a sales charge of up to 3.50%, which will decrease as the size of the investment increases to certain levels. A shareholder does not pay an initial sales charge when it buys $1,000,000 or more of Class A shares, but will pay a contingent deferred sales charge of 1.00% if the Class A shares are redeemed within 18 months of purchase. Please see "Summary-Fee and Expense Comparison Tables" and "Summary- Comparison of Sales Loads, Distribution and Shareholder Servicing Arrangements and Purchase, Redemption and Exchange Policies and Procedures" in the Proxy Statement/Prospectus for more information.

  1. WILL I HAVE TO PAY ANY SALES LOAD, CHARGE OR OTHER COMMISSION IN CONNECTION WITH A REORGANIZATION?
  1. No. No sales load, contingent deferred sales charge, commission, redemption fee or other transactional fee will be charged as a result of the Reorganization. New purchases of Class A shares of an Acquiring Fund will be subject to an initial sales charge and/or a contingent deferred sales charge. Please see "Summary-Comparison of Fees and Expenses" and "Summary-Comparison of Sales Loads, Distribution and Shareholder Servicing Arrangements and Purchase, Redemption and Exchange Policies and Procedures" in the Proxy Statement/Prospectus for more information.
  1. WHAT CLASSES OF SHARES WILL I RECEIVE?
  1. Shareholders of each Target Fund will receive the following:

If you hold Investor shares (formerly Class A) of a Target Fund, you will receive Class A shares of the corresponding Acquiring Fund.

If you hold Class I shares of a Target Fund, you will receive Class I shares of the corresponding Acquiring Fund.

If you hold Class Y shares of a Target Fund, you will receive Class IS shares of the corresponding Acquiring Fund.

Q. WHAT IF I REDEEM OR EXCHANGE MY SHARES BEFORE THE CLOSING OF THE REORGANIZATION FOR MY FUND(S)?

  1. Redemptions or exchanges of a Target Fund's shares that occur on or before the closing date of the Reorganization of that Target Fund will be processed according to the Target Fund's policies and procedures in effect at the time of the redemption or exchange. Any such redemptions or exchanges will likely result in your recognition of taxable gain or loss for U.S. federal income tax purposes.

Even if you redeem shares of your fund prior to the shareholder meeting, you are entitled to vote those shares and are encouraged to do so.

  1. WILL MY SHAREHOLDER PRIVILEGES CHANGE AS A RESULT OF THE REORGANIZATION FOR MY FUND(S)?
  1. Yes. Currently, shares of your fund are exchangeable for shares of other funds managed by Diamond Hill. If the Reorganization of your fund is consummated, shares of the Acquiring Fund you receive in the Reorganization will no longer be exchangeable for shares of other funds managed by Diamond Hill. However, they will be exchangeable for shares of a large number of other funds managed by LMPFA, provided that the fund shares to be acquired in the exchange are available to new investors in such other fund and you are eligible to invest in such shares.

Please see "Purchases, Redemptions and Exchanges of Fund Shares; Other Shareholder Information" in the Proxy Statement/Prospectus for a description of the differences of shareholder privileges among fund classes.

  1. CAN I PURCHASE ADDITIONAL SHARES OF MY FUND PRIOR TO THE REORGANIZATION?
  1. Yes. You may continue to purchase shares of a Target Fund prior to and on the closing date of the Reorganization of that Target Fund. Any such purchases will be processed according to the Target Fund's policies and procedures in effect at the time of the purchase.

v

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

Disclaimer

Diamond Hill Investment Group Inc. published this content on 12 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 April 2021 21:48:01 UTC.