Table of Contents

LOGO

 

Manning & Napier Fund, Inc.

Prospectus | May 1, 2011 as amended June 1, 2011 and supplemented March 15, 2012

 

Small Cap Series — Class A    Ticker: MNSMX
Commodity Series     
Technology Series    Ticker: EXTCX
International Series — Class S    Ticker: EXITX
International Series — Class I    Ticker: MNIIX
Life Sciences Series    Ticker: EXLSX
World Opportunities Series — Class A    Ticker: EXWAX
High Yield Bond Series    Ticker: MNHYX
Global Fixed Income Series     
Financial Services Series    Ticker: EXFSX
Core Bond Series    Ticker: EXCRX
Core Plus Bond Series    Ticker: EXCPX
Real Estate Series    Ticker: MNREX
Emerging Markets Series    Ticker: MNEMX
Inflation Focus Equity Series    Ticker: MNIFX
Diversified Tax Exempt Series    Ticker: EXDVX
New York Tax Exempt Series    Ticker: EXNTX
Ohio Tax Exempt Series    Ticker: EXOTX
 

The Securities and Exchange Commission has not approved or disapproved these securities or determined whether this prospectus is

accurate or complete. Any statement to the contrary is a crime.


Table of Contents

LOGO

 

Manning & Napier Fund, Inc.

Table of Contents

 

 


Table of Contents

Small Cap Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies with small market capitalizations.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

SMALL CAP SERIES – CLASS A SHARES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.12%
Acquired Fund Fees and Expenses      0.01%
Total Annual Fund Operating Expenses      1.13% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
  AFTER 5
YEARS
  AFTER 10
YEARS
$115   $359   $622   $1,375

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 75% of the average value of its portfolio.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in securities of companies with small market capitalizations. The Series defines a small market capitalization company as a company with a market capitalization of less than $3 billion at the time of purchase. The Series may invest in U.S. and foreign stocks, including those in emerging markets, American Depository Receipts (ADRs) and other U.S. dollar denominated securities of foreign issuers.

The Series may purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

The Advisor uses a “bottom-up” strategy, focusing on individual security selection. The Advisor analyzes factors such as the management, financial condition, and market position of individual companies to select small companies that it believes will make attractive long-term investments. In selecting individual securities, the Advisor uses fundamental analysis and looks for one or more of the following characteristics:

 

   

Strong strategic profiles (e.g., strong market position, benefits from technology, market share gains in a mature market and high barriers to entry).

 

   

Companies well-positioned to benefit from an anticipated upturn in an industry sub-sector due to sharply reduced competition and improving demand.

 

   

Companies trading at very low valuations relative to fundamental or break-up value.

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

U.S. and/or foreign stock markets go down.

 

   

Small company stocks go down in value or underperform larger company stocks.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

 

1


Table of Contents
   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a security or strategy prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its focus on small company stocks. These risks include the following:

 

   

The stocks of small companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small companies may be less marketable than the stocks of larger companies.

 

   

Small companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, small companies fail more often than larger companies.

Because the Series may invest in foreign stocks and ADRs, it is subject to the following additional risks:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities may be denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

 

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

 

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in Class A shares of the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Class A shares of the Series for each of the last ten calendar years. The total return table shows how the average annual total returns for the Class A shares of the Series for different periods compare to those of a broad-based securities index and the Russell 2000 ® Index, an unmanaged index of small company stocks, which provides information on the performance of the small cap sector of the market. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 06/30/09): 25.88%

Lowest (quarter ended 12/31/08): (32.79)%

 

 

2


Table of Contents

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   10 Years   Since
Current
Activation
on 4/30/92
Return Before Taxes   25.71%   (0.30)%   6.50%   7.67%
Return After Taxes on Distributions   25.71%   (1.67)%   4.90%   5.60%
Return After Taxes on Distributions and Sale of Series Shares   16.71%   (0.47)%   5.26%   5.79%
Indices: (reflect no deduction for fees, expenses, or taxes)                
S&P 500 Total Return Index   15.07%   2.30%   1.42%   8.25%
Russell 2000 ® Index   26.85%   4.47%   6.33%   9.20%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1993.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1992.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1992.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1992.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

 

 

3


Table of Contents

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

4


Table of Contents

Commodity Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth by investing principally in the securities of companies in commodities-based industries.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

COMMODITY SERIES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.13% 1
Total Annual Fund Operating Expenses      1.13%

1 Other expenses are based on estimated amounts for the current fiscal year.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. As of the date of this prospectus, this Series has never been active; therefore, the “Total Annual Fund Operating Expenses” presented are estimates based upon projections made by the Advisor. In addition, the Series has not calculated these expenses beyond the three year period shown. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
$115   $359

Portfolio Turnover

As of the date of this prospectus, this Series has never been active. The Series will pay transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher

transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, will affect the performance of the Series.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in securities of companies in commodity-based industries. Examples of companies in which the Series may invest include (i) those directly engaged in the production of commodities such as minerals, metals, agricultural commodities, chemicals, oil and gas, other energy or other natural resources, and (ii) companies that use commodities extensively in their products, provide services to commodities-based industries, or are otherwise affected by commodities. A company will be considered appropriate for investment if, (i) as determined by the Advisor, at least 50% of its assets, revenues or net income is derived from one or more commodities-based industries, or (ii) it has been classified (such as in the Global Industry Standard Classification system) in one or more commodity-based industries by a governmental authority, index provider, rating agency or similar third party.

The Series may invest in U.S. and foreign stocks, including those in emerging markets, American Depository Receipts (ADRs), and other U.S. dollar denominated securities of foreign issuers.

The Advisor uses a “bottom-up” strategy, focusing on individual security selection. The Advisor seeks to select securities of companies that will benefit from changes in the prices of the underlying commodities. The Advisor looks for one or more of the following characteristics:

 

   

Strong strategic profiles (e.g., strong market position, benefits from technology, market share gains in a mature market and high barriers to entry).

 

   

Companies well-positioned to benefit from an anticipated upturn in an industry sub-sector due to sharply reduced competition and improving demand.

 

   

Companies trading at very low valuations relative to fundamental or break-up value.

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

The U.S. and/or foreign stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a security or strategy prove to be incorrect.

 

 

5


Table of Contents

In addition to the general risks of stock funds, the Series has special risks due to its concentration in securities of issuers in commodity-related industries. These risks include the following:

 

   

The stocks of commodity-related companies may underperform other sectors or the market as a whole.

 

   

The stocks of commodity-related companies may experience greater price volatility than other types of common stocks.

 

   

Commodity-related stocks are sensitive to changes in the prices of, and in supply and demand for, commodities. The prices, as well as supply and demand, may be affected by factors such as policies of commodity cartels, and by international economic, political and regulatory events.

 

   

The Advisor’s judgments about trends in the prices of commodities may prove to be incorrect.

In addition, because the Series may hold a significant portion of its assets in foreign securities and ADRs, it is subject to risks specific to foreign holdings. These risks include:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities may be denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

 

   

Investments in emerging market countries may be more volatile than investments in more developed markets.

The Series is non-diversified, which means that it may invest in the securities of relatively few issuers. As a result, the Series may be susceptible to a single adverse economic or regulatory occurrence affecting one or more of these issuers, and may experience increased volatility due to its investments in those securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The Series has never been active as of the date of this prospectus; therefore, no performance information is provided.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has been with the Advisor since 1999.

Jonathan S. Beigle, CFA ®

Junior Analyst, has been with the Advisor since 2004.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has been with the Advisor since 1993.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has been with the Advisor since 1998.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has been with the Advisor since 1997.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has been with the Advisor since 1986.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has been with the Advisor since 1998.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has been with the Advisor since 1988.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Robert F. Pickels, CFA ®

Senior Analyst, has been with the Advisor since 2002.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has been with the Advisor since 1986.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has been with the Advisor since 1997.

Jeffrey M. Tyburski, CFA ®

Senior Analyst, has been with the Advisor since 1999.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet

 

 

6


Table of Contents

(www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

7


Table of Contents

Technology Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies in technology-based industries.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

TECHNOLOGY SERIES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.12%
Acquired Fund Fees and Expenses      0.02%
Total Annual Fund Operating Expenses      1.14% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1

YEAR

  AFTER 3

YEARS

  AFTER 5

YEARS

  AFTER 10
YEARS
$116   $362   $628   $1,386

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 70% of the average value of its portfolio.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in securities of companies in technology-based industries. The companies in which the Series may invest include those directly engaged in technology as well as those that use technological advances extensively in their product development or operations. Examples of these companies include those in the following areas: computer hardware & software, semiconductors, data networking & communications equipment, communication services, electronic equipment & instruments, healthcare information technology, Internet-based software and services, alternative energy products & services, and related suppliers and distributors. In addition to companies involved in the manufacture, sale, and distribution of technology products and services, the Advisor also actively looks to invest in companies that use technology extensively in their operations for competitive advantage, or have a technological edge that allows them to gain market share. A company will be considered appropriate for investment if, (i) as determined by the Advisor, at least 50% of its assets, revenues or net income is derived from the technology industry, or (ii) it has been classified (such as in the Global Industry Standard Classification system) in the technology industry by a governmental authority, index provider, rating agency or similar third party.

The Series may invest in U.S. and foreign stocks, including those in emerging markets, American Depository Receipts (ADRs) and other U.S. dollar denominated securities of foreign issuers. The Series may invest in stocks of small, large, or mid-size companies.

The Series may purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

The Advisor uses a “bottom-up” strategy, focusing on individual security selection. The Advisor analyzes factors such as the management, financial condition, and market position of individual companies to select companies in the technology sector that it believes will make attractive long-term investments. In selecting individual securities, the Advisor uses fundamental analysis and looks for one or more of the following characteristics:

 

   

Strong strategic profiles (e.g., strong market position, benefits from technology, market share gains in a mature market and high barriers to entry).

 

 

8


Table of Contents
   

Companies well-positioned to benefit from an anticipated upturn in an industry sub-sector due to sharply reduced competition and improving demand.

 

   

Companies trading at very low valuations relative to fundamental or break-up value.

The Series may buy and sell portfolio securities actively. If it does, its portfolio turnover rate and transaction costs will rise, which may lower the Series’ performance and increase the likelihood of capital gain distributions.

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

The U.S. and/or foreign stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a security or strategy prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its concentration in securities of issuers in technology-based industries. These risks include the following:

 

   

The stocks of technology-based companies may underperform other sectors or the market as a whole.

 

   

The stocks of technology-based companies may experience greater price volatility than other types of common stocks.

 

   

Technology company stocks may be subject to abrupt or erratic price movements, especially over the short term, due to the rapid pace of product change and development affecting such companies.

Because the Series may invest in foreign stocks and ADRs, it is subject to the following additional risks:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities may be denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

 

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

The Series may purchase shares issued as part of, or a short period after, a company’s initial public offering (IPO), and may at times dispose of those shares shortly after their acquisition. The Series’ purchase of shares issued in IPOs exposes it to the risks associated with companies that have little operating history as public companies, as well as to the risks inherent in those sectors of the market where these new issuers operate. The market for IPO issuers has been volatile, and share prices of newly-public companies have fluctuated significantly over short periods of time.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

 

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each of the last ten calendar years. The Series was previously active from August 29, 1994 to April 16, 1997. The Series was redeemed in full on April 16, 1997 and was reactivated on August 8, 2000. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities

 

 

9


Table of Contents

index and the S&P 500 Information Technology Index, which is a sub-index of the S&P 500 Total Return Index that includes the stocks of companies involved in the business of technology-related products and services, and therefore provides information on the performance of the technology sector of the market. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 12/31/01): 31.63%

Lowest (quarter ended 09/30/01): (32.68)%

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   10 Years   Since
Current
Activation
on 8/8/00
Return Before Taxes   19.53%   9.81%   6.44%   2.83%
Return After Taxes on Distributions   19.53%   9.17%   6.13%   2.54%
Return After Taxes on Distributions and Sale of Series Shares   12.69%   8.30%   5.55%   2.34%
Indices: (reflect no deduction for fees, expenses, or taxes)                
S&P 500 Total Return Index   15.07%   2.30%   1.42%   0.28%
S&P 500 Information Technology Index   10.23%   5.04%   (1.00)%   (5.89)%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1994.

 

 

10


Table of Contents

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2003.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1994.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1994.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Tariq Siddiqi, CFA ®

Junior Analyst, has managed the Series since 2010.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1994.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Jay Welles, CFA ®

Senior Analyst, has managed the Series since 2004.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

11


Table of Contents

International Series

Class S Shares

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies located outside the United States.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

INTERNATIONAL SERIES – CLASS S
Shareholder Fees
(paid directly from your investment)
     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      0.75% 1
Distribution (12b-1) Fees      None
Other Expenses 2       

Shareholder Services Fee

     0.25%

Remainder of Other Expenses

     0.15%
Total Other Expenses      0.40%
Acquired Fund Fees and Expenses      0.01%
Total Annual Fund Operating Expenses      1.16%
Less Fee Waiver and/or Expense Reimbursement      (0.05)%
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement      1.11% 3,4

1 Management fees have been restated to reflect contractual changes to the management fees paid by the Series.

2 Other expenses have been restated to reflect the implementation of a 0.25% shareholder services fee.

3 Manning & Napier Advisors, LLC (the Advisor) has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses of the Class S shares, exclusive of the Class’s Shareholder Services Fee, do not exceed 0.85% of the Class S shares’ average daily net assets. This contractual waiver will continue until at least December 31, 2012 and may not be amended or terminated by the Advisor prior to such date without the approval of the Series’ Board of Directors.

4 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Class S shares of the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Class S shares of the Series 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 that the operating expenses of the Class S shares of the Series remain the same (taking into account the Advisor’s contractual expense limitation for the first year only). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
  AFTER 5
YEARS
  AFTER 10
YEARS
$113   $364   $633   $1,405

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 13% of the average value of its portfolio.

Principal Investment Strategies

The Series will, under normal circumstances, invest at least 65% of its total assets, and expects to be fully invested (excluding cash positions), in equity securities of foreign companies, which may be located both in developed and emerging markets. The Series may also invest in American Depository Receipts (ADRs) and other U.S. dollar denominated securities of foreign issuers.

The Advisor examines economic trends and industry-specific factors to identify investment opportunities, such as those being created by economic and political changes taking place around the world. This approach is often called a “top-down” strategy. The Series is different from many stock funds because the Advisor’s primary focus is not on individual stock selection. Rather, the Advisor seeks to identify broad trends that cut across countries or issuers and then purchases one or more stocks representing the investment trend in an attempt to benefit from that trend. For example, the Advisor sought to take advantage of the economic environment and the potential for corporate restructuring in Europe by investing in stocks of companies from a number of European countries.

The Series may invest in stocks of small, large, or mid-size companies. The Series may purchase shares of exchange-traded

 

 

12


Table of Contents

funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

The Series may, but is not required to, undertake hedging activities and may invest in forward foreign currency contracts to hedge currency risks associated with the purchase of individual securities denominated in a foreign currency.

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Foreign and/or U.S. stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a strategy or security prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its focus on foreign stocks. These risks include:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments are usually denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

 

   

The Advisor’s attempt to manage the currency risk described above may not accurately predict movements in currency exchange rates, which could cause the Series to sustain losses.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

 

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a

   

greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

 

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

 

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

The Series is subject to the following risks due to its ability to invest in forward contracts:

 

   

Forwards, like all derivatives, can be extremely sensitive to changes in the market value of the underlying investment, and changes in the value of a forward contract may not correlate perfectly with the underlying investment.

 

   

The Series may not be able to receive amounts payable to it under its forward contracts as quickly as it may be able to sell or otherwise obtain payments from other investments, so the Series’ investments in such contracts may not be as liquid as the Series’ other investments.

 

   

The Series’ use of forwards is also subject to the risk that the counterparty to the forward contract will default or otherwise become unable to honor its obligation to the Series.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The Series is subject to the risk that certain securities may be difficult or impossible to sell at the time and the price that the Series would like. The Series may have to lower the price, sell other securities instead or forego an investment opportunity, any of which could have a negative effect on the Series’ management or performance.

Certain institutions or individuals may from time to time own (beneficially or of record) or control a significant percentage of the Series’ shares. Redemptions by these institutions or individuals in the Series may impact the Series’ liquidity and net asset value (NAV). These redemptions may also force the Series to sell securities, which may cause the Series to experience a

 

 

13


Table of Contents

loss (particularly during periods of declining or illiquid markets), as well as cause the Series’ portfolio turnover rate and transaction costs to rise, which may negatively affect the Series’ performance and increase the likelihood of capital gain distributions for remaining shareholders.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Class S shares of the Series for each of the last ten calendar years. The Class S shares were formerly known as the International Series, with no class designation. The total return table shows how the average annual total returns for the Class S shares for different periods compare to those of a broad-based securities index and the Morgan Stanley Capital International (MSCI) All Country World Index ex US, a free float adjusted market-capitalization-weighted index that is designed to measure equity performance in the global developed and emerging markets and therefore provides information on the performance of foreign stocks. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 06/30/03): 25.99%

Lowest (quarter ended 09/30/02): (23.04)%

Year-to-date performance (before taxes) through September 30, 2011: -14.22%

 

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   10 Years   Since
Inception
Return Before Taxes   12.04%   6.71%   6.04%   9.29%
Return After Taxes on Distributions   10.63%   5.09%   4.68%   7.10%
Return After Taxes on Distributions and Sale of Series Shares   8.68%   5.34%   4.83%   7.21%
Indices: (reflect no deduction for fees, expenses, or taxes)                
S&P 500 Total Return Index   15.07%   2.30%   1.42%   8.35%
MSCI All Country World Index ex US   11.15%   4.82%   5.54%   7.15%

Performance numbers for the Class S shares of the Series and the S&P 500 Index are calculated from August 27, 1992, the Class S shares’ inception date. Performance numbers for the MSCI All Country World Index ex US are calculated from August 31, 1992.

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions.

 

 

14


Table of Contents

The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Sidharth Abrol, CFA ®

Analyst, has managed the Series since 2010.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1993.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1992.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1992.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Ben V. Rozin, CFA ®

Analyst, has managed the Series since 2009.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1992.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment for the Class S shares of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

15


Table of Contents

International Series

Class I Shares

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies located outside the United States.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

INTERNATIONAL SERIES – CLASS I
Shareholder Fees
(paid directly from your investment)
     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      0.75% 1
Distribution (12b-1) Fees      None
Other Expenses      0.15%
Acquired Fund Fees and Expenses      0.01%
Total Annual Fund Operating Expenses      0.91%
Less Fee Waiver and/or Expense Reimbursement      (0.05)%
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement      0.86% 2

1 Management fees have been restated to reflect contractual changes to the management fees paid by the Series.

2 Manning & Napier Advisors, LLC (the Advisor) has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses of the Class I shares do not exceed 0.85% of the Class I shares’ average daily net assets. This contractual waiver will continue until at least December 31, 2012 and may not be amended or terminated by the Advisor prior to such date without the approval of the Series’ Board of Directors.

Example

The Example below is intended to help you compare the cost of investing in the Class I shares of the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Class I shares of the Series 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 that the operating expenses of the Series’ Class I shares remain the same (taking into account the Advisor’s contractual expense limitation for the first year only). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

AFTER 1
YEAR
  AFTER 3
YEARS
  AFTER 5
YEARS
  AFTER 10
YEARS
$88   $285   $499   $1,115

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 13% of the average value of its portfolio.

Principal Investment Strategies

The Series will, under normal circumstances, invest at least 65% of its total assets, and expects to be fully invested (excluding cash positions), in equity securities of foreign companies, which may be located both in developed and emerging markets. The Series may also invest in American Depository Receipts (ADRs) and other U.S. dollar denominated securities of foreign issuers.

The Advisor examines economic trends and industry-specific factors to identify investment opportunities, such as those being created by economic and political changes taking place around the world. This approach is often called a “top-down” strategy. The Series is different from many stock funds because the Advisor’s primary focus is not on individual stock selection. Rather, the Advisor seeks to identify broad trends that cut across countries or issuers and then purchases one or more stocks representing the investment trend in an attempt to benefit from that trend. For example, the Advisor sought to take advantage of the economic environment and the potential for corporate restructuring in Europe by investing in stocks of companies from a number of European countries.

The Series may invest in stocks of small, large, or mid-size companies. The Series may purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

The Series may, but is not required to, undertake hedging activities and may invest in forward foreign currency contracts to hedge currency risks associated with the purchase of individual securities denominated in a foreign currency.

 

 

16


Table of Contents

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Foreign and/or U.S. stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a strategy or security prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its focus on foreign stocks. These risks include:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments are usually denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

 

   

The Advisor’s attempt to manage the currency risk described above may not accurately predict movements in currency exchange rates, which could cause the Series to sustain losses.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

 

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

 

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

The Series is subject to the following risks due to its ability to invest in forward contracts:

 

   

Forwards, like all derivatives, can be extremely sensitive to changes in the market value of the underlying investment, and changes in the value of a forward contract may not correlate perfectly with the underlying investment.

 

   

The Series may not be able to receive amounts payable to it under its forward contracts as quickly as it may be able to sell or otherwise obtain payments from other investments, so the Series’ investments in such contracts may not be as liquid as the Series’ other investments.

 

   

The Series’ use of forwards is also subject to the risk that the counterparty to the forward contract will default or otherwise become unable to honor its obligation to the Series.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The Series is subject to the risk that certain securities may be difficult or impossible to sell at the time and the price that the Series would like. The Series may have to lower the price, sell other securities instead or forego an investment opportunity, any of which could have a negative effect on the Series’ management or performance.

Certain institutions or individuals may from time to time own (beneficially or of record) or control a significant percentage of the Series’ shares. Redemptions by these institutions or individuals in the Series may impact the Series’ liquidity and net asset value (NAV). These redemptions may also force the Series to sell securities, which may cause the Series to experience a loss (particularly during periods of declining or illiquid markets), as well as cause the Series’ portfolio turnover rate and transaction costs to rise, which may negatively affect the Series’ performance and increase the likelihood of capital gain distributions for remaining shareholders.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

 

 

17


Table of Contents

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. No Class I shares were outstanding during the past year. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Class S shares of the Series (formerly known as the International Series with no class designation) for each of the last ten calendar years. The Class S shares are not offered in this prospectus. Because the Class I shares of the Series invest in the same portfolio of securities, returns for the Class I shares will be substantially similar to those of the Class S shares. Performance will be different only to the extent that the Class I shares have lower expenses. The total return table shows how the average annual total returns for the Class S shares for different periods compare to those of a broad-based securities index and the Morgan Stanley Capital International (MSCI) All Country World Index ex US, a free float adjusted market-capitalization-weighted index that is designed to measure equity performance in the global developed and emerging markets and therefore provides information on the performance of foreign stocks. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 06/30/03): 25.99%

Lowest (quarter ended 09/30/02): (23.04)%

Year-to-date performance (before taxes) through September 30, 2011: -14.22%

AVERAGE ANNUAL TOTAL RETURNS
FOR PERIODS ENDED DECEMBER 31, 2010
   
      1 Year     5 Years     10 Years     Since
Inception
 
Return Before Taxes     12.04%        6.71%        6.04%        9.29%   
Return After Taxes on Distributions     10.63%        5.09%        4.68%        7.10%   
Return After Taxes on Distributions and Sale of Series Shares     8.68%        5.34%        4.83%        7.21%   
Indices: (reflect no deduction for fees, expenses, or taxes)                                
S&P 500 Total
Return Index
    15.07%        2.30%        1.42%        8.35%   
MSCI All Country World Index ex US     11.15%        4.82%        5.54%        7.15%   

Performance numbers for the Class S shares of the Series and the S&P 500 Index are calculated from August 27, 1992, the Class S shares’ inception date. Performance numbers for the MSCI All Country World Index ex US are calculated from August 31, 1992.

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Sidharth Abrol, CFA ®

Analyst, has managed the Series since 2010.

 

 

18


Table of Contents

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1993.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1992.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1992.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Ben V. Rozin, CFA ®

Analyst, has managed the Series since 2009.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1992.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment for the Class I shares of the Series is $1,000,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by

telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

19


Table of Contents

Life Sciences Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies in the life sciences industry.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

LIFE SCIENCES SERIES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.09%
Acquired Fund Fee and Expenses      0.01%
Total Annual Fund Operating Expenses      1.10% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1

YEAR

  AFTER 3

YEARS

  AFTER 5

YEARS

  AFTER 10
YEARS
$112   $350   $606   $1,340

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 67% of the average value of its portfolio.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in securities of companies involved in the life sciences industry. Examples of the companies in which the Series may invest include those in the following areas: pharmaceuticals, biotechnology, medical products and supplies, health care services, and environmental services. A company will be considered appropriate for investment if, (i) as determined by the Advisor, at least 50% of its assets, revenues or net income is derived from the life sciences industry, or (ii) it has been classified (such as in the Global Industry Standard Classification system) in the life sciences industry by a governmental authority, index provider, rating agency or similar third party.

The Series may invest in U.S. and foreign stocks, including those in emerging markets, American Depository Receipts (ADRs) and other U.S. dollar denominated securities of foreign issuers. The Series may invest in stocks of small, large, or mid-size companies. The Series may purchase shares of exchange-traded funds (ETFs) to gain exposure to a particular portion of the market while awaiting an opportunity to purchase securities directly. When the Advisor wishes to purchase or sell a security at a specified price, it may seek to generate income for the Series by writing (selling) options on the underlying security.

The Advisor uses in-depth analysis to identify trends within the life sciences sector and then uses a “bottom-up” strategy, focusing on individual security selection to choose stocks. The Advisor analyzes factors such as the management, financial condition, and market position of individual companies to select companies that it believes will make attractive long-term investments. In selecting individual securities, the Advisor uses fundamental analysis and looks for one or more of the following characteristics:

 

   

Strong strategic profiles (e.g., strong market position, benefits from technology, market share gains in a mature market and high barriers to entry).

 

   

Companies well-positioned to benefit from an anticipated upturn in an industry sub-sector due to sharply reduced competition and improving demand.

 

   

Companies trading at very low valuations relative to fundamental or break-up value.

The Series may buy and sell portfolio securities actively. If it does, its portfolio turnover rate and transaction costs will rise, which may lower the Series’ performance and increase the likelihood of capital gain distributions.

 

 

20


Table of Contents

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

U.S. and/or foreign stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a strategy or security prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its concentration in securities of issuers in life sciences or related industries. These risks include the following:

 

   

The stocks of life science-related companies may underperform other sectors or the market as a whole.

 

   

The stocks of life science-related companies may experience greater price volatility than other types of common stocks.

 

   

Life science-related stocks may be particularly sensitive to changes in the regulatory and economic environment.

Because the Series may invest in foreign stocks and ADRs, it is subject to the following additional risks:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities may be denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

 

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

 

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

 

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

The Series is subject to the following risks due to its ability to invest in options:

 

   

Options, like all derivatives, can be extremely sensitive to changes in the market value of the underlying investment, and changes in the value of an option may not correlate perfectly with the underlying investment.

 

   

The Series may not be able to receive amounts payable to it under its options contracts as quickly as it may be able to sell or otherwise obtain payments from other investments, so the Series’ investments in options contracts may not be as liquid as the Series’ other investments.

The Series may purchase shares issued as part of, or a short period after, a company’s initial public offering (IPO), and may at times dispose of those shares shortly after their acquisition. The Series’ purchase of shares issued in IPOs exposes it to the risks associated with companies that have little operating history as public companies, as well as to the risks inherent in those sectors of the market where these new issuers operate. The market for IPO issuers has been volatile, and share prices of newly-public companies have fluctuated significantly over short periods of time.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each of the last ten calendar years. The Series was previously active from October 7, 1992 to September 21, 1995. The Series was redeemed in full on September 21, 1995 and was reactivated on November 5, 1999. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index and the S&P 500 Health Care Index, a

 

 

21


Table of Contents

sub-index of the S&P 500 Total Return Index that includes the stocks of companies involved in the business of health care related products and services and therefore provides information on the performance of the health care sector of the market. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 06/30/09): 21.88%

Lowest (quarter ended 12/31/08): (28.38)%

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   10 Years  

Since
Current
Activation

on 11/5/99

Return Before Taxes   14.80%   5.84%   6.36%   12.58%
Return After Taxes on Distributions   14.80%   4.61%   4.69%   9.40%
Return After Taxes on Distributions and Sale of Series Shares   9.62%   4.56%   4.69%   9.25%
Indices: (reflect no deduction for fees, expenses, or taxes)                
S&P 500 Total Return Index   15.07%   2.30%   1.42%   1.05%
S&P 500 Health Care Index   2.90%   1.89%   (0.23)%   1.67%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1993.

 

 

22


Table of Contents

Eric L. Daniels

Senior Analyst, has managed the Series since 2003.

Muris Demirovic

Analyst, has managed the Series since 2011.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1992.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1992.

Jeffrey D. McCormack, CFA ®

Senior Analyst, has managed the Series since 2008.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1992.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the

Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

23


Table of Contents

World Opportunities Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies located around the world.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

WORLD OPPORTUNITIES SERIES – CLASS A SHARES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.11%
Acquired Fund Fees and Expenses      0.01%
Total Annual Fund Operating Expenses      1.12% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1

YEAR

  AFTER 3

YEARS

  AFTER 5

YEARS

  AFTER 10
YEARS
$114   $356   $617   $1,363

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 39% of the average value of its portfolio.

Principal Investment Strategies

The Series invests primarily in common stocks of companies from outside the United States. The Series may also invest in American Depository Receipts (ADRs) and other U.S. dollar denominated securities of foreign issuers. The Series may invest in stocks of small, large, or mid-size companies both in developed countries and in emerging market countries.

The Series may purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

The Series may, but is not required to, undertake hedging activities and may invest in forward foreign currency contracts to hedge currency risks associated with the purchase of individual securities denominated in a foreign currency.

The Advisor uses a “bottom-up” strategy, focusing on individual security selection to choose stocks from companies around the world. The Advisor analyzes factors such as the management, financial condition, and market position of individual companies to select companies that it believes will make attractive long-term investments. In selecting individual securities, the Advisor uses fundamental analysis and looks for one or more of the following characteristics:

 

   

Strong strategic profiles (e.g., strong market position, benefits from technology, market share gains in a mature market and high barriers to entry).

 

   

Companies well-positioned to benefit from an anticipated upturn in an industry sub-sector due to sharply reduced competition and improving demand.

 

   

Companies trading at very low valuations relative to fundamental or break-up value.

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Foreign and/or U.S. stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

 

24


Table of Contents
   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a strategy or security prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its focus on foreign stocks. These risks include:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities are often denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

 

   

The Advisor’s attempt to manage the currency risk described above may not accurately predict movements in currency exchange rates, which could cause the Series to sustain losses.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

 

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

 

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

 

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

The Series is subject to the following risks due to its ability to invest in forward contracts:

 

   

Forwards, like all derivatives, can be extremely sensitive to changes in the market value of the underlying investment, and changes in the value of a forward contract may not correlate perfectly with the underlying investment.

 

   

The Series may not be able to receive amounts payable to it under its forward contracts as quickly as it may be able to sell or otherwise obtain payments from other investments, so the Series’ investments in such contracts may not be as liquid as the Series’ other investments.

 

   

The Series’ use of forwards is also subject to the risk that the counterparty to the forward contract will default or otherwise become unable to honor its obligation to the Series.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Class A shares of the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Class A shares of the Series for each of the last ten calendar years. The total return table shows how the average annual total returns for the Class A shares of the Series for different periods compare to those of a broad-based securities index. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

 

25


Table of Contents
CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 09/30/09): 24.95%

Lowest (quarter ended 12/31/08): (24.30)%

 

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   10 Years   Since
Inception
Return Before Taxes   9.23%   7.02%   8.59%   9.75%
Return After Taxes on Distributions   8.73%   5.79%   7.60%   6.65%
Return After Taxes on Distributions and Sale of Series Shares   6.59%   5.81%   7.30%   6.68%
Index: (reflects no deduction for fees, expenses, or taxes)                
MSCI All Country World Index ex US   11.15%   4.82%   5.54%   5.86%

Performance numbers for the Series are calculated from September 6, 1996, the Series’ inception date. Performance numbers for the Index are calculated from September 30, 1996.

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the

impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1996.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1996.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1996.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1996.

 

 

26


Table of Contents

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

27


Table of Contents

High Yield Bond Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide a high level of long-term total return by investing principally in non-investment grade fixed income securities that are issued by government and corporate entities.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

HIGH YIELD BOND SERIES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0. 14%
Acquired Fund Fees and Expenses      0.01%
Total Annual Fund Operating Expenses      1. 15% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1

YEAR

  AFTER 3

YEARS

  AFTER 5

YEARS

  AFTER 10

YEARS

$117   $365   $633   $1,398

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 54% of the average value of its portfolio.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in bonds that are rated below investment grade and those securities that are designed to track the performance of non-investment grade securities. These bonds may be issued by U.S. and foreign corporations and governments, including those in emerging markets. The Fund may also invest in securities of other investment companies, such as open-end or closed-end management investment companies.

Maturity and Portfolio Duration — The Series is not subject to any maturity or duration restrictions but will vary its average dollar weighted portfolio maturity and duration depending on the Advisor’s outlook for interest rates and currency fluctuations. For example, the Advisor may invest in longer-term bonds when it expects U.S. interest rates to fall in order to realize gains for the Series. Likewise, the Advisor may invest in shorter-term bonds when it expects interest rates to rise.

Credit Quality — The Series will invest primarily in non-investment grade securities, those rated below BBB- by S&P or Baa3 by Moody’s, or determined to be of equivalent quality by the Advisor. The Series may also invest, to a limited extent, in investment grade securities when the Advisor considers their “credit spreads” (i.e., the difference between the bonds’ yields to maturity and those of U.S. Treasury bonds with similar maturities) to be attractive.

Bond Selection Process — The Advisor attempts to identify high-yield corporate and government sectors, as well as individual securities, that offer yields and credit spreads sufficient for the risks specific to a given sector or security. In analyzing the relative attractiveness of sectors and/or individual securities, the Advisor considers:

 

   

The relevant economic conditions and sector trends.

 

   

The interest rate sensitivities of the particular sectors and securities.

 

   

The yield differentials across sectors, credit qualities, and maturities.

 

   

“Bottom-up” factors such as an issuer’s financial status, market position, and managerial expertise.

Principal Risks of Investing in the Series

The value of your investment will fluctuate in response to changes in interest rates and credit spreads. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

The issuer of a bond owned by the Series defaults on its obligation to pay principal and/or interest, or the issuer has

 

 

28


Table of Contents
   

its credit rating downgraded; the lower the quality of the bonds, the greater this risk becomes.

 

   

Interest rates rise or credit spreads widen, both of which will cause bond prices to fall and reduce the value of the Series’ portfolio. Longer-term bonds will experience greater fluctuations than shorter-term bonds in response to interest rate changes.

 

   

The Advisor’s judgments about the attractiveness, relative value, or potential appreciation of a particular sector or security prove to be incorrect.

The Series is subject to additional risks due to the large portion of the portfolio invested in foreign bonds. These risks include:

 

   

The prices of foreign bonds may, at times, move in a different direction than the prices of bonds issued in the United States.

 

   

Because a portion of the Series’ investments may be denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

 

   

The Advisor’s attempt to manage the currency risk described above may not accurately predict movements in currency exchange rates, which could cause the Series to sustain losses.

 

   

Investments in emerging market countries may be more volatile than investments in more developed markets.

To the extent the Series invests a portion of its assets in investment companies, those assets will be subject to the risks of the purchased investment company’s portfolio securities. The Series also will bear its proportionate share of the expenses of the purchased investment company in addition to its own expenses.

In addition to the risks discussed above, the Series is subject to additional risks due to its emphasis on high yield bonds:

 

   

High yield bonds may underperform other sectors of the bond market, or the market as a whole.

 

   

The performance of high yield bonds tends to be more volatile than that of other sectors of the bond market.

 

   

Given the total size of the high yield bond market, high yield bonds can be less liquid than investment grade securities.

 

   

The Series’ investments in high yield bonds will subject it to a substantial degree of credit risk.

High yield bonds are low-rated corporate or government bonds. They pay higher income than higher rated bonds to compensate for the higher risk assumed by their investors. These bonds may be issued by companies that are restructuring or by smaller, less well-established companies, or by those with heavy debt loads. In addition, foreign countries with political or economic instability may issue high yield bonds. Because of the types of issuers of these bonds, they carry more risk of default than higher rated bonds.

The Series is non-diversified, which means that it may invest in the securities of relatively few issuers. As a result, the Series may be susceptible to a single adverse economic or regulatory occurrence affecting one or more of these issuers, and may experience increased volatility due to its investments in those securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each full calendar year since its most current activation. The Series was previously active from March 3, 2003 to September 15, 2004. The Series was redeemed in full on September 15, 2004 and was reactivated on September 14, 2009. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEAR ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 09/30/10): 6.81%

Lowest (quarter ended 06/30/10): 0.00%

 

 

29


Table of Contents

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   Since
Current
Activation
on 9/14/09
Return Before Taxes   13.59%   14.38%
Return After Taxes on Distributions   10.17%   11.42%
Return After Taxes on Distributions and Sale of Series Shares   8.91%   10.58%
Index: (reflects no deduction for fees, expenses, or taxes)        
Bank of America Merrill Lynch U.S. High Yield, Cash Pay, BB-B Rated Index   14.50%   17.34%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2003.

Jack Bauer

Senior Fixed Income Analyst/Managing Director of Fixed Income, has managed the Series since 2003.

Marc Bushallow, CFA ®

Senior High Yield Analyst, has managed the Series since 2008.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 2003.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2003.

R. Keith Harwood

Senior Corporate Analyst, has managed the Series since 2003.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 2003.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 2003.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 2003.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

 

 

30


Table of Contents

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

31


Table of Contents

Global Fixed Income Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term total return by investing principally in fixed income securities issued by governments, banks, corporations, and supranational entities, such as the World Bank, located anywhere in the world.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

GLOBAL FIXED INCOME SERIES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.20% 1
Total Annual Fund Operating Expenses      1.20%

1 Other expenses are based on estimated expenses for the current fiscal year.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. The Series is not currently active and was not active at any time during the prior fiscal year; therefore, the “Total Annual Fund Operating Expenses” presented are estimates based upon projections made by the Advisor. In addition, the Series has not calculated these expenses beyond the three year period shown. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
$122   $381

Portfolio Turnover

As of the date of this prospectus, the Series was not active. The Series will pay transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher

portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, will affect the performance of the Series.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in fixed income securities. These securities may be issued by issuers located anywhere in the world, including emerging markets. The Series’ portfolio will consist primarily of government debt securities and of investment grade corporate debt securities, bank debt, and money market securities. The Series may also invest a substantial portion of its assets in high-yield, high-risk bonds, commonly called junk bonds.

Maturity and Portfolio Duration — The Series is not subject to any maturity or duration restrictions but will vary its average dollar-weighted portfolio maturity and duration depending on the Advisor’s outlook for interest rates and currency fluctuations. For example, the Advisor may invest in longer-term bonds when it expects interest rates to fall in a given country in an attempt to realize gains for the Series. Likewise, the Advisor may invest in shorter-term bonds when it expects interest rates to rise or the currency to appreciate in a given country.

Credit Quality — The Series invests primarily in investment grade securities but may invest up to 20% of its assets in lower quality bonds, commonly known as “junk bonds,” those rated below BBB- by S&P or Baa3 by Moody’s, or determined to be of equivalent quality by the Advisor.

Bond Selection Process — The Advisor attempts to identify bond market sectors and individual securities that offer yields sufficient for the risks specific to the sector or security. In analyzing the relative attractiveness of countries, sectors, and individual securities, the Advisor considers:

 

   

Relative economic conditions of each country.

 

   

Interest rate sensitivity of particular countries, sectors, and securities.

 

   

Differences in yields offered by bonds of different sectors, credit quality, or maturities.

 

   

The impact of currency changes on the sectors.

Principal Risks of Investing in the Series

As with any bond fund, the value of your investment will fluctuate in response to interest rate movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Interest rates go up, which will make bond prices go down and reduce the value of the Series’ portfolio. Longer-term bonds will experience greater fluctuations than shorter-term bonds in response to interest rate changes.

 

 

32


Table of Contents
   

The issuer of a bond owned by the Series defaults on its obligation to pay principal and/or interest or has its credit rating downgraded. This risk is higher for lower quality bonds.

 

   

The Advisor’s judgments about the attractiveness, relative value, or potential appreciation of a particular sector, security, or hedging strategy prove to be incorrect.

The Series is subject to additional risks due to the large portion of the portfolio invested in foreign bonds. These risks include:

 

   

The prices of foreign bonds may, at times, move in a different direction than the prices of bonds issued in the United States.

 

   

Because much of the Series’ investments may be denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

 

   

The Advisor’s attempt to manage the currency risk described above may not accurately predict movements in currency exchange rates, which could cause the Series to sustain losses.

 

   

Investments in emerging market countries may be more volatile than investments in more developed markets.

Because the Series may invest up to 20% of its assets in lower quality bonds, it is subject to the following additional risks:

 

   

Lower quality bonds may underperform other sectors of the bond market, or the market as a whole.

 

   

The performance of lower quality bonds tends to be more volatile than that of other sectors of the bond market.

 

   

Given the total size of the lower quality bond market, these bonds can be less liquid than investment grade securities.

 

   

The Series’ investments in high yield bonds will subject it to a substantial degree of credit risk.

High yield bonds are low-rated corporate or government bonds. They pay higher income than higher rated bonds to compensate for the higher risk assumed by their investors. These bonds may be issued by companies that are restructuring or by smaller, less well-established companies, or by those with heavy debt loads. In addition, foreign countries with political or economic instability may issue high yield bonds. Because of the types of issuers of these bonds, they carry more risk of default than higher rated bonds.

The Series is non-diversified, which means that it may invest in the securities of relatively few issuers. As a result, the Series may be susceptible to a single adverse economic or regulatory occurrence affecting one or more of these issuers, and may experience increased volatility due to its investments in those securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each full calendar year during which it has been active during the past ten calendar years. The Series was previously active from October 31, 1997 to February 28, 2003. The Series was redeemed in full on February 28, 2003 and has not held any assets or engaged in any operations since that date. The total return table shows how the average annual total return for the period of its previous activation compares to those of a broad-based securities index. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

*The Global Fixed Income Series was redeemed in full on February 28, 2003 and was either inactive or not active for the full calendar year; therefore, no performance information has been provided. Because the Global Fixed Income Series has had several periods of activation and deactivation, its performance is not comparable to the performance of other mutual funds.

Quarterly Returns

Highest (quarter ended 12/31/02): 4.46%

Lowest (quarter ended 03/31/01): (2.18)%

 

 

33


Table of Contents

AVERAGE ANNUAL TOTAL RETURNS

FOR PREVIOUS ACTIVATION 10/31/97 TO 2/28/03

Return Before Taxes      3.90%
Return After Taxes on Distributions      1.74%
Return After Taxes on Distributions and Sale of Series Shares      2.03%
Index: (reflects no deduction for fees, expenses, or taxes)       
Merrill Lynch Global Broad Market Index      6.18%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Jack Bauer

Senior Fixed Income Analyst/Managing Director of Fixed Income, has managed the Series since 1997.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1997.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1997.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

James Nawrocki

Senior Fixed Income Analyst, has managed the Series since 2004.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1997.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1997.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

34


Table of Contents

Financial Services Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies in the financial services industry.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

FINANCIAL SERVICES SERIES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.14%
Acquired Fund Fees and Expenses      0.01%
Total Annual Fund Operating Expenses      1.15% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1

YEAR

  AFTER 3

YEARS

  AFTER 5

YEARS

  AFTER 10
YEARS
$117   $365   $633   $1,398

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 49% of the average value of its portfolio.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in securities of companies in the financial services industry. These companies include those directly engaged in providing financial services as well as in industries serving and/or supplying the financial services industry. Examples of the companies in which the Series may invest include those in the following areas: banks, thrift institutions, insurance companies, investment banks, brokerage companies, asset managers, specialty finance companies, real estate investment trusts (REITs), and service providers to those companies, such as those that provide distribution support, back office services, software, and information services. A company will be considered appropriate for investment if, (i) as determined by the Advisor, at least 50% of its assets, revenues or net income is derived from the financial services industry, or (ii) it has been classified (such as in the Global Industry Standard Classification system) in the financial services industry by a governmental authority, index provider, rating agency or similar third-party.

The Series may invest in U.S. and foreign companies, including those in emerging markets, American Depository Receipts (ADRs) and other U.S. dollar denominated securities of foreign issuers. The Series may invest in stocks of small, large or mid-size companies. The Series may purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

The Advisor uses a “bottom-up” strategy, focusing on individual security selection. The Advisor analyzes factors such as the management, financial condition, and market position of individual companies to select companies in the financial services sector that it believes will make attractive long-term investments. The Advisor looks for one or more of the following characteristics:

 

   

Strong strategic profiles (e.g., strong market position, benefits from technology, market share gains in a mature market and high barriers to entry).

 

   

Companies well-positioned to benefit from an anticipated upturn in an industry sub-sector due to sharply reduced competition and improving demand.

 

   

Companies trading at very low valuations relative to fundamental or break-up value.

 

 

35


Table of Contents

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

The U.S. and/or foreign stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a security or strategy prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its concentration in securities of issuers in the financial services industry. These risks include the following:

 

   

The stocks of financial services companies may underperform other sectors or the market as a whole.

 

   

The stocks of financial services companies may experience greater price volatility than other types of common stocks.

 

   

Financial services stocks may be particularly sensitive to changes in interest rates and other economic events and legislative and regulatory changes, including increased regulatory scrutiny.

Because the Series may invest in foreign stocks and ADRs, it is subject to the following additional risks:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities may be denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

 

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

 

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

The Series’ investments in REITs will be subject to the risks associated with the direct ownership of real estate. Risks commonly associated with the direct ownership of real estate include fluctuations in the value of underlying properties, defaults by borrowers or tenants, changes in interest rates and risks related to general or local economic conditions.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each full calendar year since its inception. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index and the S&P 500 Financial Services Index, which is a sub-index of the S&P 500 Total Return Index that includes the stocks of companies involved in the business of financial related products and services and therefore provides information on the performance of the financial services sector of the market. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

 

36


Table of Contents
CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 06/30/09): 20.94%

Lowest (quarter ended 12/31/08): (28.42)%

 

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   Since
Inception
on 7/1/05
Return Before Taxes   6.56%   (7.89)%   (5.98)%
Return After Taxes on Distributions   6.36%   (8.50)%   (6.56)%
Return After Taxes on Distributions and Sale of Series Shares   4.53%   (6.48)%   (4.93)%
Indices: (reflect no deduction for fees, expenses, or taxes)            
S&P 500 Total Return Index   15.07%   2.30%   3.14%
S&P 500 Financial Services Index   12.17%   (10.56)%   (8.22)%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2005.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 2005.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2005.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2005.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 2005.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 2005.

John D. Mitchell, CFA ®

Senior Analyst, has managed the Series since 2005.

William Moore, CFA ®

Junior Analyst, has managed the Series since 2008.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Ajay M. Sadarangani, CFA ®

Senior Analyst, has managed the Series since 2010.

 

 

37


Table of Contents

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 2005.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

38


Table of Contents

Core Bond Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term total return by investing primarily in fixed income securities.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

CORE BOND SERIES
Shareholder Fees
(paid directly from your investment)
     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      0.60%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.16%
Acquired Fund Fees and Expenses      0.01%
Total Annual Fund Operating Expenses      0.77% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1

YEAR

  AFTER 3

YEARS

  AFTER 5

YEARS

  AFTER 10

YEARS

$79   $246   $428   $954

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of

the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 23% of the average value of its portfolio.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in investment grade bonds and other financial instruments with economic characteristics similar to bonds. For purposes of this policy, bonds may include government, corporate, and pass-through securities, and mortgage dollar rolls. The corporate bonds may be issued by domestic corporations, foreign entities (i.e., yankee bonds), and/or supranational entities, such as the World Bank. Pass-through securities are generally issued by domestic entities (such as GNMA, FNMA, and FHLMC) and entitle the holders to a pro rata share of the cash flows generated by the instruments underlying the security (mortgages, credit card receivables, car loans, etc.). The Series may purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Fund to invest in a particular sector of the market more efficiently than would otherwise be possible.

Maturity & Portfolio Duration — The Series is not subject to any maturity or duration restrictions but will vary its average dollar weighted portfolio maturity and duration depending on the Advisor’s outlook for interest rates and currency fluctuations. For example, the Advisor may invest in longer-term bonds when it expects U.S. interest rates to fall in order to realize gains for the Series. Conversely, the Advisor may invest in shorter-term bonds when it expects interest rates to rise.

Credit Quality — The Series will typically invest in investment grade securities, those securities rated BBB or above by S&P or Baa or above by Moody’s (or determined to be of equivalent quality by the Advisor).

Bond Selection Process — When investing in corporate and pass-through securities, the Advisor attempts to identify sectors, as well as individual securities within those sectors, that offer yields and credit/prepayment spreads sufficient to compensate the Series for the risks specific to a given sector or security. Credit spreads are a measure of the difference between corporate bonds’ yields to maturity and those of U.S. Treasury securities with similar maturities; this difference compensates investors for the credit risk inherent in corporate bonds. Prepayment spreads quantify the additional yield paid by mortgage-backed bonds relative to U.S. Treasury securities to compensate investors for the risk that mortgage-backed securities’ prepayments will vary over time.

The Advisor may also invest in U.S. Treasury and U.S. Agency securities when it believes they are an attractive investment option relative to corporate and pass-through securities.

 

 

39


Table of Contents

In analyzing the relative attractiveness of sectors and/or individual securities, the Advisor considers:

 

   

The relevant economic conditions and sector trends.

 

   

The interest rate sensitivities of the particular sectors and securities.

 

   

The yield differentials across sectors, credit qualities, pass-through security types, and maturities.

 

   

“Bottom-up” factors such as issuer-specific credit metrics for corporate bonds and coupon, prepayment, and convexity components (which reflect changing interest rate sensitivities) of pass-through securities.

The Series may buy and sell portfolio securities actively. If it does, its portfolio turnover rate and transaction costs will rise, which may lower fund performance and may increase the likelihood of capital gain distributions.

Principal Risks of Investing in the Series

The value of your investment will fluctuate in response to changes in interest rates, credit spreads, and prepayment spreads. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Interest rates rise, credit spreads widen, and/or prepayment spreads widen. These events alone or in combination can cause bond prices to fall and reduce the value of the Series’ portfolio. Longer-term bonds will experience greater fluctuations than shorter-term bonds given their greater sensitivity to interest rate changes.

 

   

The issuer of a corporate bond owned by the Series defaults on its obligation to pay principal and/or interest or has its credit rating downgraded; this risk is greater for lower quality bonds, which include bonds rated lower than BBB by S&P or Baa by Moody’s.

 

   

Market volatility and/or prepayment spreads change to such a degree that prepayment uncertainty/risks are reassessed; the greater the uncertainty/risk, the wider the requisite prepayment spread.

 

   

The Advisor’s judgment about the attractiveness, relative value, or potential appreciation of a particular sector or security prove to be incorrect.

The Series’ mortgage dollar rolls could lose money if the price of the mortgage-backed securities sold falls below the agreed upon repurchase price, or if the counterparty is unable to honor the agreement.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each full calendar year since its inception. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 09/30/09): 6.81%

Lowest (quarter ended 09/30/08): (3.80)%

 

 

40


Table of Contents

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years  

Since

Inception
on 4/21/05

Return Before Taxes   8.97%   6.38%   5.76%
Return After Taxes on Distributions   7.74%   4.90%   4.33%
Return After Taxes
on Distributions and
Sale of Series Shares
  5.84%   4.60%   4.09%
Index: (reflects no
deduction for fees,
expenses, or taxes)
           
Bank of America Merrill Lynch U.S. Corporate, Government & Mortgage Index   6.43%   5.87%   5.50%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2005.

Jack Bauer,

Senior Fixed Income Analyst/Managing Director of Fixed Income, has managed the Series since 2005.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 2005.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2005.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2005.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 2005.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

R. Keith Harwood

Senior Corporate Analyst, has managed the Series since 2005.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 2005.

James Nawrocki

Senior Fixed Income Analyst, has managed the Series since 2005.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 2005.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

 

 

41


Table of Contents

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

42


Table of Contents

Core Plus Bond Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term total return by investing primarily in fixed income securities.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

CORE PLUS BOND SERIES
Shareholder Fees
(paid directly from your investment)
     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      0.70%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.06%
Acquired Fund Fees and Expenses      0.01%
Total Annual Fund Operating Expenses      0.77% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
  AFTER 5
YEARS
  AFTER 10
YEARS
$79   $246   $428   $954

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of

the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 31% of the average value of its portfolio.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in bonds and other financial instruments with economic characteristics similar to bonds. For purposes of this policy, bonds may include government, corporate, and pass-through securities, and mortgage dollar rolls. The corporate bonds may be issued by domestic corporations, foreign entities (i.e., yankee bonds), and/or supranational entities, such as the World Bank. Pass-through securities are generally issued by domestic entities (such as GNMA, FNMA, and FHLMC) and entitle the holders to a pro rata share of the cash flows generated by the instruments underlying the security (mortgages, credit card receivables, car loans, etc.). The Series may invest up to 20% of its assets in below investment grade securities (also referred to as “high yield bonds”) and an additional 20% may be invested in non-U.S. dollar denominated securities, including securities issued by companies located in emerging markets. The Series may purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Fund to invest in a particular sector of the market more efficiently than would otherwise be possible.

Maturity & Portfolio Duration — The Series is not subject to any maturity or duration restrictions but will vary its average dollar weighted portfolio maturity and duration depending on the Advisor’s outlook for interest rates and currency fluctuations. For example, the Advisor may invest in longer-term bonds when it expects interest rates to fall in order to realize gains for the Series. Conversely, the Advisor would invest in shorter-term bonds when it expects interest rates to rise.

Credit Quality — The Series will typically invest in investment grade securities, those securities rated BBB or above by S&P or Baa or above by Moody’s (or determined to be of equivalent quality by the Advisor); however, the Series may invest up to 20% of its assets in below investment grade securities, those rated below BBB- by S&P and those rated below Baa3 by Moody’s (or determined to be of equivalent quality by the Advisor).

Bond Selection Process —When investing in corporate and pass-through securities, the Advisor attempts to identify sectors, as well as individual securities within those sectors, that offer yields and credit/prepayment spreads sufficient to compensate the Series for the risks specific to a given sector or security. Credit spreads are a measure of the difference between corporate bonds’ yields to maturity and those of U.S. Treasury securities with similar maturities; this difference compensates investors for the credit risk inherent in corporate bonds.

 

 

43


Table of Contents

Prepayment spreads quantify the additional yield paid by mortgage-backed bonds relative to U.S. Treasury securities to compensate investors for the risk that mortgage-backed securities’ prepayments will vary over time.

The Advisor may also invest in U.S. Treasury and U.S. Agency securities when it believes they are an attractive investment option relative to corporate and pass-through securities.

In analyzing the relative attractiveness of sectors and/or individual securities, the Advisor considers:

 

   

The relevant economic conditions and sector trends.

 

   

The interest rate sensitivities of the particular sectors and securities.

 

   

The yield differentials across sectors, credit qualities, pass-through security types, and maturities.

 

   

“Bottom-up” factors such as issuer-specific credit metrics for corporate bonds and coupon, prepayment, and convexity components (which reflect changing interest rate sensitivities) of pass-through securities.

The Series may buy and sell portfolio securities actively. If it does, its portfolio turnover rate and transaction costs will rise, which may lower fund performance and may increase the likelihood of capital gain distributions.

Principal Risks of Investing in the Series

The value of your investment will fluctuate in response to changes in interest rates, credit spreads, and prepayment spreads. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Interest rates rise, credit spreads widen, and/or prepayment spreads widen. These events alone or in combination can cause bond prices to fall and reduce the value of the Series’ portfolio. Longer-term bonds will experience greater fluctuations than shorter-term bonds given their greater sensitivity to interest rate changes.

 

   

The issuer of a corporate bond owned by the Series defaults on its obligation to pay principal and/or interest or has its credit rating downgraded; this risk is greater for lower quality bonds, which include bonds rated lower than BBB by S&P or Baa by Moody’s.

 

   

Market volatility and/or prepayment spreads change to such a degree that prepayment uncertainty/risks are reassessed; the greater the uncertainty/risk, the wider the requisite prepayment spread.

 

   

The Advisor’s judgment about the attractiveness, relative value, or potential appreciation of a particular sector or security prove to be incorrect.

In addition to the risks discussed above, the Series is subject to additional risks due its ability to invest up to 20% of its assets in high-yield bonds:

 

   

High yield bonds may underperform other sectors of the bond market, or the market as a whole.

 

   

The performance of high yield bonds tends to be more volatile than that of other sectors of the bond market.

 

   

Given the total size of the high yield bond market, high yield bonds can be less liquid than investment grade securities.

 

   

The Series’ investments in high yield bonds will subject it to a substantial degree of credit risk.

Since high yield bonds are lower-rated corporate or government bonds, they pay higher income than investment grade bonds to compensate for the higher risk assumed by their investors. These bonds are typically issued by companies that are restructuring, carry higher debt burdens, or are smaller and/or less established than investment grade companies. In addition, foreign countries characterized by political or economic instability may issue bonds that carry below investment grade credit ratings. Because of the types of issuers of these bonds, they carry more risk of default than higher rated bonds.

The Series is also subject to additional risks given its ability to invest up to 20% of its assets in non-U.S. dollar denominated (i.e., foreign) bonds. These risks include:

 

   

The prices of foreign bonds may at times move in a different direction than the prices of bonds issued in the United States.

 

   

Because such investments are denominated in the currencies of the countries in which the issuers are located, the value of the Series may be affected by changes in exchange rates between those currencies and the U.S. dollar.

 

   

The Advisor’s attempt to manage the currency risk described above may not accurately predict movements in currency exchange rates, which could cause the Series to sustain losses.

 

   

Investments in emerging market countries can be more volatile than investments in more developed countries.

The Series’ mortgage dollar rolls could lose money if the price of the mortgage-backed securities sold falls below the agreed upon repurchase price, or if the counterparty is unable to honor the agreement.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

 

 

 

44


Table of Contents

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each full calendar year since its inception. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 09/30/09): 7.48%

Lowest (quarter ended 09/30/08): (3.42)%

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   Since
Inception
on 4/21/05
Return Before Taxes   10.18%   6.84%   6.17%
Return After Taxes on Distributions   8.31%   5.20%   4.61%
Return After Taxes on Distributions and Sale of Series Shares   6.72%   4.90%   4.37%
Index: (reflects no deduction for fees, expenses, or taxes)            
Bank of America Merrill Lynch U.S. Corporate, Government & Mortgage Index   6.43%   5.87%   5.50%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2005.

Jack Bauer

Senior Fixed Income Analyst/Managing Director of Fixed Income, has managed the Series since 2005.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 2005.

 

 

45


Table of Contents

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2005.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2005.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 2005.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

R. Keith Harwood

Senior Corporate Analyst, has managed the Series since 2005.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 2005.

James Nawrocki

Senior Fixed Income Analyst, has managed the Series since 2005.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 2005.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

46


Table of Contents

Real Estate Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide high current income and long-term capital appreciation by investing principally in companies in the real estate industry.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

REAL ESTATE SERIES
Shareholder Fees
(paid directly from your investment)
     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.21%
Total Annual Fund Operating Expenses      1.21%
Less Fee Waiver and/or Expense Reimbursement      (0.01)%
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement      1.20% 1

1 Manning & Napier Advisors, LLC (the Advisor) has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the Series’ total direct annual fund operating expenses do not exceed 1.20% of the Series’ average daily net assets. This contractual waiver will continue for a period of one year until at least April 30, 2012 and may not be amended or terminated by the Advisor prior to such date without the approval of the Series’ Board of Directors.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same (taking into account the Advisor’s contractual expense limitation for the first year only). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
  AFTER 5
YEARS
  AFTER 10
YEARS
$122   $383   $664   $1,465

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 34% of the average value of its portfolio.

Principal Investment Strategies

The Series will invest, under normal circumstances, at least 80% of its assets in securities of companies that are principally engaged in the real estate industry. These companies include those directly engaged in the real estate industry as well as in industries serving and/or related to the real estate industry. A company will be considered eligible for investment if, as determined by the Advisor, (i) at least 50% of its assets, revenues or net income is derived from the ownership, leasing, construction, management, development, financing or sale of residential, commercial or industrial real estate or (ii) it has at least 50% of the value of its assets invested in residential, commercial or industrial real estate. Examples of companies in which the Series may invest include those in the following areas: real estate investment trusts (REITs), real estate operating companies (REOCs), real estate developers and brokers, building suppliers, and mortgage lenders.

The Series may invest in common stocks, convertible securities and other equity securities, and debt securities. The Series’ investment in debt securities is subject to a limit of 20% of the Series’ assets (measured at the time of purchase). The Series will typically invest in investment grade debt securities, those securities rated BBB or above by S&P or Baa or above by Moody’s (or determined to be of equivalent quality by the Advisor); however, the Series may invest up to 5% of its assets (measured at the time of purchase) in below investment grade debt securities (junk bonds), those rated below BBB- by S&P and those rated below Baa3 by Moody’s (or determined to be of equivalent quality by the Advisor). The Series’ investments in debt securities are not subject to any restrictions on maturity or duration. The Series may invest in foreign companies, including companies located in emerging market countries. The Series’ investments in American Depository Receipts (ADRs) are not considered investments in foreign securities. The Series may invest in securities of small, large or mid-size companies.

The Series may purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

 

 

47


Table of Contents

The Advisor uses a “bottom-up” strategy, focusing on individual security selection. The Advisor analyzes factors such as the management, financial condition, and market position of individual companies to select companies in the real estate industry that it believes will make attractive long-term investments. The Advisor looks for one or more of the following characteristics:

 

   

Strong strategic profiles (e.g., strong market position, benefits from technology, market share gains in a mature market and high barriers to entry).

 

   

Companies well-positioned to benefit from an anticipated upturn in an industry sub-sector due to sharply reduced competition and improving demand.

 

   

Companies trading at very low valuations relative to fundamental or break-up value.

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements.

You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

The U.S. and/or foreign stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a security or strategy prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its concentration in securities of issuers in the real estate industry, even though the Series does not invest directly in real estate. These risks include, but are not limited to, the following: fluctuations in the value of real estate properties and interest rates, defaults by borrowers or tenants, extended vacancies and declining rents, a lack of ability to obtain mortgage financing or other limits to accessing the credit or capital markets, increased competition and overbuilding and increases in real estate or operating taxes. Any geographic concentration of the Series’ real estate related investments could result in the Series being subject to the above risks to a greater degree.

The Series’ investments in REITs and REOCs (together, real estate companies, or RECs) are subject to additional risks. The value of a REIT or REOC can depend on its legal structure and cash flow generation. While RECs raise equity and debt capital through the private and public markets, RECs are neither mutual funds, nor hedge funds, nor private equity funds. Much as other operating companies, RECs incur operating expenses necessary to manage and maintain properties. Investing in the Series will result in absorbing duplicate levels of fees for the Series’ investments in RECs. In addition, REITs are subject to certain federal tax laws and if the REIT fails to qualify for such tax treatment, significant adverse consequences could occur for any

such REIT investment. For example, a qualified REIT may be adversely affected by its failure to qualify for tax-free pass through of income.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

 

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

Because the Series may invest in foreign stocks and ADRs, it is subject to the following additional risks:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities may be denominated in the currencies of the countries in which they are located, the value of the Series’ holdings may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

 

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

 

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The Series may purchase shares issued as part of, or a short period after, a company’s initial public offering (IPO), and may at times dispose of those shares shortly after their acquisition. The

 

 

48


Table of Contents

Series’ purchase of shares issued in IPOs exposes it to the risks associated with companies that have little operating history as public companies, as well as to the risks inherent in those sectors of the market where these new issuers operate. The market for IPO issuers has been volatile, and share prices of newly-public companies have fluctuated significantly over short periods of time.

Because the Series may also invest in bonds, it is subject to the following additional risks:

 

   

Interest rates go up, which will make bond prices go down and reduce the value of the bonds held in the Series’ portfolio.

 

   

The issuer of a bond owned by the Series defaults on its obligation to pay principal and/or interest or has its credit rating downgraded; this risk is greater for lower quality bonds, which include bonds rated lower than BBB by S&P or Baa by Moody’s.

In addition to the risks of bonds discussed above, the Series is subject to additional risks due to its ability to invest up to 5% of its assets in high yield or junk bonds:

 

   

High yield bonds may underperform other sectors of the bond market, or the bond market as a whole.

 

   

The performance of high yield bonds tends to be more volatile than that of other sectors of the bond market.

 

   

Given the total size of the high yield bond market, high yield bonds can be less liquid than investment grade securities.

 

   

The Series’ investments in high yield bonds will subject it to a substantial degree of credit risk.

High yield bonds pay higher income than investment grade bonds to compensate for the higher risk assumed by their investors. These bonds are typically issued by companies that are restructuring, carry higher debt burdens, or are smaller and/or less established than investment grade companies. Because of the types of issuers of these bonds, they carry more risk of default than higher rated bonds.

The Series’ investments in convertible securities are subject to interest rate risk and credit risk, which are described above. In addition, they are also subject to the risk that the price of the underlying common stock will go down, which may cause a proportionate decline in the price of the convertible security.

The Series is non-diversified, which means that it may invest in the securities of relatively few issuers. As a result, the Series may be susceptible to a single adverse economic or regulatory occurrence affecting one or more of these issuers and may experience increased volatility due to its investments in those securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the performance of the Series for each full calendar year since its inception. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index and the Morgan Stanley Capital International (MSCI) U.S. Real Estate Investment Trust (REIT) Index, which is a free float-adjusted market capitalization weighted index that is comprised of equity REITs that are included in the MSCI U.S. Investable Market 2500 Index, with the exception of specialty equity REITs that do not generate a majority of their revenue and income from real estate rental and leasing operations. The MSCI U.S. REIT Index provides information on the performance of the real estate sector of the market. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEAR ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 09/30/10): 11.40%

Lowest (quarter ended 06/30/10): (2.68)%

 

 

49


Table of Contents

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   Since
Inception
on 11/10/09
Return Before Taxes   24.40%   27.85%
Return After Taxes on Distributions   22.44%   25.99%
Return After Taxes on Distributions and Sale of Series Shares   15.89%   22.64%
Indices: (reflect no deduction for fees, expenses, or taxes)        
S&P 500 Total Return Index   15.07%   15.41%
MSCI U.S. REIT Index   28.48%   35.25%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2009.

Jack Bauer

Senior Fixed Income Analyst/Managing Director of Fixed Income, has managed the Series since 2009.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 2009.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2009.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2009.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 2009.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Jason P. Lisiak, CFA ®

Senior Analyst, has managed the Series since 2009.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 2009.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 2009.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

 

 

50


Table of Contents

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

51


Table of Contents

Emerging Markets Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

EMERGING MARKETS SERIES
Shareholder Fees
(paid directly from your investment)
     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.19% 1
Total Annual Fund Operating Expenses      1.19%

1 Other expenses are based on estimated amounts for the current fiscal year.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
$121   $378

Portfolio Turnover

The Series will pay transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series.

Principal Investment Strategies

The Series will normally invest at least 80% of its net assets in securities of emerging market companies. The Series considers

a company to be an emerging market company if it meets one or more of the following criteria: (i) its principal securities trading market is in an emerging market country, or (ii) alone or on a consolidated based it derives 50% or more of its annual revenue from goods produced, sales made or services performed in emerging market countries. Emerging market countries can include every nation in the world except the United States, Canada, Japan, Australia, New Zealand and most nations located in Western Europe. The Advisor will base determinations as to a company’s eligibility on publicly available information and inquiries made to the company.

There are no prescribed limits on the geographic distribution of the Series’ investments, and the Series may focus its investments in only a few countries.

The Series will invest primarily in common stocks and may also invest in American Depository Receipts (ADRs) and other U.S. dollar and non-U.S. dollar denominated equity securities. The Series may invest in stocks of small, large, or mid-size companies. The Series may also purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

The Series may, but is not required to, undertake hedging activities and may invest in forward foreign currency contracts to hedge currency risks associated with the purchase of individual securities denominated in a foreign currency.

The Advisor primarily uses a “bottom-up” strategy, focusing on individual security selection to choose stocks from emerging market companies. The Advisor analyzes factors such as the management, financial condition, and market position of individual companies to select companies that it believes will make attractive long-term investments. In selecting individual securities, the Advisor uses fundamental analysis and looks for one or more of the following characteristics:

 

   

Strong strategic profiles (e.g., strong market position, benefits from technology, market share gains in a mature market and high barriers to entry).

 

   

Companies well-positioned to benefit from an anticipated upturn in an industry sub-sector due to sharply reduced competition and improving demand.

 

   

Companies trading at very low valuations relative to fundamental or break-up value.

The Advisor may also select securities for the portfolio using a “top down” strategy, which examines economic trends and industry-specific factors to identify investment opportunities, such as those being created by economic and political changes taking place around the world.

 

 

52


Table of Contents

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Foreign and/or U.S. stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a strategy or security prove to be incorrect.

In addition to the general risks of stock funds, the Series has special risks due to its focus on foreign stocks. These risks include:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities are often denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

 

   

The Advisor’s attempt to manage the currency risk described above may not accurately predict movements in currency exchange rates, which could cause the Series to sustain losses.

The Series may also have special risks due to its investments in emerging market countries. In addition to the risks discussed above relating to investments in foreign companies located in developed countries, the Series’ investments in emerging market countries are subject to the following risks:

 

   

Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries.

 

   

Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation.

 

   

It is sometimes difficult to obtain and enforce court judgments in emerging market countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country.

 

   

There will tend to be an increased risk of price volatility associated with the Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar

The Series does not have a limit on the amount that it may invest in any one country, and therefore it may be subject to a higher degree of risk than if the Series’ investments were more diversified among countries. As a result of investing in relatively few countries, the Series will be more susceptible to country-

specific economic or market factors, social or political factors, legal, custody, accounting, legislative and regulatory changes, and currency fluctuations. These risks generally are greater for investments in securities of companies in emerging markets, which are usually in the initial stages of their industrialization cycle. To the extent the Series invests in relatively few countries, it may experience increased volatility as compared to a fund which is more diversified among countries.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

 

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

The Series is non-diversified, which means that it may invest in the securities of relatively few issuers. As a result, the Series may be susceptible to a single adverse economic or regulatory occurrence affecting one or more of these issuers, and may experience increased volatility due to its investments in those securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

As of the date of this prospectus, the Series had not commenced operations and did not have a performance history.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

 

 

53


Table of Contents

Christian A. Andreach, CFA ®

Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2011.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

Co-Director of Research, has managed the Series since 2011.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2011.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2011.

Jeffrey A. Herrmann, CFA ®

Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 2011.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2011.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 2011.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 2011.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2011.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the

Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

54


Table of Contents

Inflation Focus Equity Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide long-term growth and inflation protection primarily through investment in equity securities that are expected to benefit from an inflationary environment.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

INFLATION FOCUS EQUITY SERIES
Shareholder Fees
(paid directly from your investment)
     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      1.00%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.16% 1
Total Annual Fund Operating Expenses      1.16%

1 Other expenses are based on estimated amounts for the current fiscal year.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1

YEAR

  AFTER 3

YEARS

$118   $368

Portfolio Turnover

The Series will pay transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series.

Principal Investment Strategies

In pursuit of its goal, the Series will normally invest at least 80% of its net assets in equity securities. The Series may invest in stocks of U.S. and foreign issuers, including those in emerging markets.

In addition to common stocks, the Series may also invest in American Depository Receipts (ADRs) and may invest in U.S. dollar and non-U.S. dollar denominated securities of foreign issuers. The Series may invest in stocks of small, large, or mid-size companies. The Series may also purchase shares of exchange-traded funds (ETFs), including to establish a diversified position in a particular sector of the market or to be fully invested while awaiting an opportunity to purchase securities directly. The Advisor believes that purchasing ETFs in such a manner may allow the Series to invest in a particular sector of the market more efficiently than would otherwise be possible.

The Series may also invest up to 20% of its net assets in fixed income securities for defensive purposes or as part of its strategy to benefit opportunistically from an inflationary environment. The Series may invest in fixed income securities of any type, including those issued by the U.S. Government and its agencies and instrumentalities, foreign governments and their agencies and instrumentalities and U.S. and foreign corporations. The Series is not subject to any restrictions on maturity or duration. The Series may invest up to 5% of its assets in debt securities rated below investment grade.

When the Advisor wishes to purchase or sell a security at a specified price, it may seek to generate additional gains for the Series by writing (selling) options on the underlying security.

The Series may, but is not required to, undertake hedging activities and may invest in forward foreign currency contracts to hedge currency risks associated with the purchase of individual securities denominated in a foreign currency.

There are no prescribed limits on the geographic distribution of the Series’ investments, and the Series may focus its investments in only a few countries.

In selecting individual securities, the Advisor first develops inflation outlooks and then identifies industries that it expects to be the beneficiaries of higher prices. Within those industries, the Advisor chooses individual equity holdings by looking for one or more of the following characteristics:

 

   

Companies with products expected to benefit from inflation caused by structural supply and demand imbalances.

 

   

Companies with resilient growth and margins in an inflationary environment supported by less price sensitive demand and robust pricing power.

 

   

Companies with sustainable competitive advantages, such as those that provide an efficiency or substitute for an inflationary good.

 

 

55


Table of Contents
   

Companies that may be beneficiaries of post-inflation price declines during certain phases of the industry’s supply/demand cycle.

 

   

Companies with undervalued assets that the Advisor expects to appreciate in an inflationary environment.

Principal Risks of Investing in the Series

As with any stock fund, the value of your investment will fluctuate in response to stock market movements. You could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Foreign and/or U.S. stock markets go down.

 

   

An adverse event, such as an unfavorable earnings report, depresses the value of one or more of the Series’ portfolio holdings.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a strategy or security prove to be incorrect.

 

   

The Advisor’s inflationary outlook is incorrect or the industries or companies in which the Series invests do not realize the expected benefit from inflation.

In addition to the general risks of stock funds, the Series may have special risks related to its investments in foreign stocks. These risks include:

 

   

The prices of foreign common stocks may, at times, move in a different direction than the prices of U.S. common stocks.

 

   

Because the Series’ investments in foreign securities are often denominated in the currencies of the countries in which they are located, the value of the Series may be affected by changes in exchange rates between those foreign currencies and the U.S. dollar.

 

   

The Advisor’s attempt to manage the currency risk described above may not accurately predict movements in currency exchange rates, which could cause the Series to sustain losses.

 

   

Investments in emerging market countries may be more volatile than investments in more developed markets.

The Series does not have a limit on the amount that it may invest in any one country, and therefore it may be subject to a higher degree of risk than if the Series’ investments were more diversified among countries. As a result of investing in relatively few countries, the Series will be more susceptible to country-specific economic or market factors, social or political factors, legal, custody, accounting, legislative and regulatory changes, and currency fluctuations. To the extent the Series invests in relatively few countries, it may experience increased volatility as compared to a fund which is more diversified among countries.

The Series may also have special risks due to its investments in stocks of small and mid-size companies. These risks include the following:

 

   

The stocks of small and mid-size companies may be subject to more abrupt or erratic market movements than the stocks of larger companies.

 

   

The stocks of small and mid-size companies may be less marketable than the stocks of larger companies.

 

   

Small and mid-size companies may have limited product lines, markets, or financial resources, and they may depend on a small management group. As a result, they fail more often than larger companies.

The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

Because the Series may invest in fixed-income securities, you could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Interest rates go up, which will make bond prices go down and reduce the value of the bonds held in the Series’ portfolio.

 

   

The issuer of a fixed income security owned by the Series defaults on its obligation to pay principal and/or interest or has its credit rating downgraded.

The value of the Series’ inflation protected fixed income securities, including TIPS, generally will fluctuate in response to changes in “real” interest rates, generally decreasing when real interest rates rise and increasing when real interest rates fall. Real interest rates represent nominal (or stated) interest rates reduced by the expected impact of inflation. In addition, interest payments on inflation-indexed securities will generally vary up or down along with the rate of inflation.

The Series is subject to the following risks due to its ability to invest in options and forward contracts:

 

   

Options and forwards, like all derivatives, can be extremely sensitive to changes in the market value of the underlying investment, and changes in the value of an option or forward contract may not correlate perfectly with the underlying investment.

 

   

The Series may not be able to receive amounts payable to it under its options and forward contracts as quickly as it may be able to sell or otherwise obtain payments from other investments, so the Series’ investments in such contracts may not be as liquid as the Series’ other investments.

 

   

The Series’ use of forwards is also subject to the risk that the counterparty to the forward contract will default or otherwise become unable to honor its obligation to the Series.

 

 

56


Table of Contents

The Series is non-diversified, which means that it may invest in the securities of relatively few issuers. As a result, the Series may be susceptible to a single adverse economic or regulatory occurrence affecting one or more of these issuers, and may experience increased volatility due to its investments in those securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

As of the date of this prospectus, the Series had not commenced operations and did not have a performance history.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2011.

Jack Bauer

Senior Analyst/Managing Director of Fixed Income, has managed the Series since 2011.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

Co-Director of Research, has managed the Series since 2011.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2011.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2011.

Jeffrey A. Herrmann, CFA ®

Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 2011.

Michael A. Knolla, CFA ®

Analyst, has managed the Series since 2011.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2011.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 2011.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 2011.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2011.

Jeffrey M. Tyburski, CFA ®

Senior Analyst, has managed the Series since 2011.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

The distributions made by the Series generally are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

57


Table of Contents

Diversified Tax Exempt Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide as high a level of current income exempt from federal income tax as the Advisor believes is consistent with the preservation of capital.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

DIVERSIFIED TAX EXEMPT SERIES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      0.50%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.08%
Acquired Fund Fees and Expenses      0.02%
Total Annual Fund Operating Expenses      0.60% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
  AFTER 5
YEARS
  AFTER 10
YEARS
$61   $192   $335   $750

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 3% of the average value of its portfolio.

Principal Investment Strategies

The Series invests primarily in municipal bonds and other securities the income from which is exempt from federal income tax. The Series will, under normal circumstances, invest at least 80% of its assets in securities the income from which is exempt from federal income tax, including the Alternative Minimum Tax. The main issuers of these securities are state and local agencies. In selecting investments for the Series, the Advisor attempts to balance the Series’ goals of high income and capital preservation. With this approach, the Advisor attempts to build a portfolio that it believes provides the opportunity to earn current income; however, the Advisor will only purchase investment grade securities, or those securities determined by the Advisor to be of equivalent quality, and will maintain other selection criteria in an attempt to avoid permanent capital loss.

Maturity & Portfolio Duration — The Series is not subject to any maturity or duration restrictions but will vary its average dollar weighted portfolio maturity and duration depending on the Advisor’s outlook for interest rates. For example, the Advisor may invest in longer-term bonds when it expects U.S. interest rates to fall in order to realize gains for the Series. Conversely, the Advisor may invest in shorter-term bonds when it expects interest rates to rise.

Credit Quality — The Series’ investments will be limited to investment grade securities, those rated BBB or above by S&P or Baa or above by Moody’s or determined by the Advisor to be of equivalent quality.

Bond Selection Process — The Advisor emphasizes those bond market sectors and selects for the Series those securities that it believes offer yields sufficient to compensate the investor for the risks specific to the security or sector. In analyzing the relative attractiveness of sectors and individual securities, the Advisor considers:

 

   

The interest rate sensitivity of each security.

 

   

The narrowing or widening of interest rate spreads between sectors, securities of different credit quality or securities of different maturities.

Principal Risks of Investing in the Series

As with most bond funds, the value of your investment will fluctuate with changes in interest rates. This means that you could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Interest rates go up, which will make bond prices go down and reduce the value of the Series’ portfolio. The risk will be

 

 

58


Table of Contents
   

higher when the Series is invested in longer-term bonds than when it is invested in bonds with shorter maturities, because longer-term bonds are generally more sensitive to interest rate changes. Changes in the value of portfolio securities will not affect interest income derived from those securities, but will affect the value of the Series’ portfolio.

 

   

The issuer of a bond owned by the Series defaults on its obligation to pay principal or interest or has its credit rating downgraded.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a particular security or sector prove to be incorrect.

In addition to the general risks of bond funds, the Series is subject to the following additional risks due to its focus on municipal bonds:

 

   

Changes in the financial condition of municipal issuers may adversely affect the value of the Series’ securities.

 

   

Economic or political changes may affect the ability of issuers of municipal securities to repay principal and to make interest payments on securities owned by the Series.

 

   

Poor statewide or local economic results or changing political sentiments may reduce tax revenues and increase the expenses of municipal issuers, making it more difficult for them to meet their obligations.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each of the last ten calendar years. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 09/30/09): 7.31%

Lowest (quarter ended 12/31/10): (5.52)%

 

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   10 Years   Since
Inception
on 2/14/94
Return Before Taxes   0.41%   3.59%   4.18%   4.49%
Return After Taxes on Distributions   0.40%   3.56%   4.13%   4.45%
Return After Taxes on Distributions and Sale of Series Shares   1.70%   3.60%   4.11%   4.41%
Index: (reflects no deduction for fees, expenses, or taxes)                
Bank of America Merrill Lynch 1-12 Year Municipal Bond Index   3.04%   4.71%   4.91%   5.15%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

 

 

59


Table of Contents

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Jack Bauer

Senior Fixed Income Analyst/Managing Director of Fixed Income, has managed the Series since 1994.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1994.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1994.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1994.

James Nawrocki

Senior Fixed Income Analyst, has managed the Series since 2004.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1994.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

Tax Information

Dividends you receive from the Series are primarily exempt from regular federal income tax. A portion of these distributions, however, may be subject to federal alternative minimum tax and state and local taxes. The Series may also make distributions that are taxable to you as ordinary income or capital gains.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

60


Table of Contents

New York Tax Exempt Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide as high a level of current income exempt from federal income tax and New York State personal income tax as the Advisor believes is consistent with the preservation of capital.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

NEW YORK TAX EXEMPT SERIES       

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      0.50%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.11%
Acquired Fund Fees and Expenses      0.02%
Total Annual Fund Operating Expenses      0.63% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
  AFTER 5
YEARS
  AFTER 10
YEARS
$64   $202   $351   $786

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was 7% of the average value of its portfolio.

Principal Investment Strategies

The Series invests primarily in municipal bonds and other securities the income from which is exempt from federal income tax and New York State personal income tax. The Series will, under normal circumstances, invest at least 80% of its assets in securities the income from which is exempt from federal and New York income tax, including the Alternative Minimum Tax. The main issuers of these securities are state and local agencies in New York. In selecting investments for the Series, the Advisor attempts to balance the Series’ goals of high income and capital preservation. With this approach, the Advisor attempts to build a portfolio that it believes provides the opportunity to earn current income; however, the Advisor will only purchase investment grade securities, or those securities determined by the Advisor to be of equivalent quality, and will maintain other selection criteria in an attempt to avoid permanent capital loss.

Maturity & Portfolio Duration — The Series is not subject to any maturity or duration restrictions but will vary its average dollar weighted portfolio maturity and duration depending on the Advisor’s outlook for interest rates. For example, the Advisor may invest in longer-term bonds when it expects U.S. interest rates to fall in order to realize gains for the Series. Conversely, the Advisor may invest in shorter-term bonds when it expects interest rates to rise.

Credit Quality — The Series’ investments will be limited to investment grade securities, those rated BBB and above by S&P or Baa or above by Moody’s, or determined by the Advisor to be of equivalent quality.

Bond Selection Process — The Advisor emphasizes those bond market sectors and selects for the Series those securities that it believes offer yields sufficient to compensate the investor for the risks specific to the security or sector. In analyzing the relative attractiveness of sectors and individual securities, the Advisor considers:

 

   

The interest rate sensitivity of each security.

 

   

The narrowing or widening of interest rate spreads between sectors, securities of different credit quality or securities of different maturities.

Principal Risks of Investing in the Series

As with most bond funds, the value of your investment will fluctuate with changes in interest rates. This means that you could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Interest rates go up, which will make bond prices go down and reduce the value of the Series’ portfolio. This risk will be

 

 

61


Table of Contents
   

higher when the Series is invested in longer-term bonds than when it is invested in bonds with shorter maturities, because longer-term bonds are generally more sensitive to interest rate changes. Changes in the value of portfolio securities will not affect interest income derived from those securities, but will affect the value of the Series’ portfolio.

 

   

The issuer of a bond owned by the Series defaults on its obligation to pay principal or interest or has its credit rating downgraded.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a particular security or sector prove to be incorrect.

In addition to the general risks of bond funds, the Series is subject to the following additional risks due to its focus on municipal bonds:

 

   

Changes in the financial condition of municipal issuers may adversely affect the value of the Series’ securities.

 

   

Economic or political changes may affect the ability of issuers of municipal securities to repay principal and to make interest payments on securities owned by the Series.

 

   

Poor statewide or local economic results or changing political sentiments may reduce tax revenues and increase the expenses of municipal issuers, making it more difficult for them to meet their obligations.

In addition to the risks of bond funds in general and more specifically of municipal bond funds, this Series has the following special risks:

 

   

Concentration in New York tax exempt securities may lead to more volatility than if the Series invested in securities from a number of different states.

 

   

The Series is sensitive to political, economic, or demographic developments within the state, public authorities, or political subdivisions, particularly the New York City area.

 

   

The Series is subject to the risk that its market segment (New York tax exempt securities) may underperform other fixed income market segments or the fixed income markets as a whole.

 

   

Both New York State and New York City have experienced financial and budgetary difficulties in the past, and New York State is currently experiencing a significant budgetary shortfall. Financial and budgetary problems could adversely affect all issuers of New York tax exempt securities.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each of the last ten calendar years. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 09/30/09): 6.23%

Lowest (quarter ended 12/31/10): (5.27)%

 

 

62


Table of Contents

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   10 Years   Since
Inception
on 1/17/94
Return Before Taxes   0.32%   3.35%   3.94%   4.29%
Return After Taxes on Distributions   0.30%   3.32%   3.88%   4.26%
Return After Taxes on Distributions and Sale of Series Shares   1.53%   3.40%   3.92%   4.25%
Index: (reflects no deduction for fees, expenses, or taxes)                
Bank of America Merrill Lynch 1-12 Year Municipal Bond Index  

3.04%

  4.71%  

4.91%

  5.13%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Jack Bauer

Senior Fixed Income Analyst/Managing Director of Fixed Income, has managed the Series since 1994.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1994.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1994.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1994.

James Nawrocki

Senior Fixed Income Analyst, has managed the Series since 2004.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1994.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

 

 

63


Table of Contents

Tax Information

Dividends you receive from the Series are primarily exempt from regular federal, New York State and New York City income taxes for residents of New York. A portion of these distributions, however, may be subject to federal alternative minimum tax. The Series may also make distributions that are taxable to you as ordinary income or capital gains.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

64


Table of Contents

Ohio Tax Exempt Series

Summary Section

 

Investment Goal

The Series’ investment objective is to provide as high a level of current income exempt from federal income tax and Ohio State personal income tax as the Advisor believes is consistent with the preservation of capital.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Series.

 

OHIO TAX EXEMPT SERIES

Shareholder Fees

(paid directly from your investment)

     None
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Management Fees      0.50%
Distribution and Service (12b-1) Fees      None
Other Expenses      0.35%
Acquired Fund Fees and Expenses      0.02%
Total Annual Fund Operating Expenses      0.87% 1

1 The total annual fund operating expenses in this fee table may not correlate to the expense ratio in the financial highlights in this prospectus (and in the Series’ financial statements) because the financial highlights include only the Series’ direct operating expenses and do not include fees and expenses incurred indirectly by the Series through its investments in other investment companies.

Example

The Example below is intended to help you compare the cost of investing in the Series with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Series 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 that the Series’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

AFTER 1
YEAR
  AFTER 3
YEARS
  AFTER 5
YEARS
  AFTER 10
YEARS
$89   $278   $483   $1,074

Portfolio Turnover

The Series pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Series shares are held in a taxable

account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the performance of the Series. During the most recent fiscal year, the portfolio turnover rate of the Series was less than 1% of the average value of its portfolio.

Principal Investment Strategies

The Series invests primarily in municipal bonds and other securities the income from which is exempt from federal income tax and Ohio State personal income tax. The Series will, under normal circumstances, invest at least 80% of its assets in securities the income from which is exempt from federal and Ohio income tax, including the Alternative Minimum Tax. The main issuers of these securities are state and local agencies in Ohio. In selecting investments for the Series, the Advisor attempts to balance the Series’ goals of high income and capital preservation. With this approach, the Advisor attempts to build a portfolio that it believes provides the opportunity to earn current income; however, the Advisor will only purchase investment grade securities, or those determined by the Advisor to be of equivalent quality, and will maintain other selection criteria in an attempt to avoid permanent capital loss.

Maturity & Portfolio Duration — The Series is not subject to any maturity or duration restrictions but will vary its average dollar weighted portfolio maturity and duration depending on the Advisor’s outlook for interest rates. For example, the Advisor may invest in longer-term bonds when it expects U.S. interest rates to fall in order to realize gains for the Series. Conversely, the Advisor may invest in shorter-term bonds when it expects interest rates to rise.

Credit Quality — The Series’ investments will be limited to investment grade securities, those rated BBB or above by S&P or Baa or above by Moody’s or determined by the Advisor to be of equivalent quality.

Bond Selection Process — The Advisor emphasizes those bond market sectors and selects for the Series those securities that it believes offer yields sufficient to compensate the investor for the risks specific to the security or sector. In analyzing the relative attractiveness of sectors and individual securities, the Advisor considers:

 

   

The interest rate sensitivity of each security.

 

   

The narrowing or widening of interest rate spreads between sectors, securities of different credit quality or securities of different maturities.

Principal Risks of Investing in the Series

As with most bond funds, the value of your investment will fluctuate with changes in interest rates. This means that you could lose money on your investment in the Series or the Series could underperform if any of the following occurs:

 

   

Interest rates go up, which will make bond prices go down and reduce the value of the Series’ portfolio. The risk will be

 

 

65


Table of Contents
   

higher when the Series is invested in longer-term bonds than when it is invested in bonds with shorter maturities, because longer-term bonds are generally more sensitive to interest rate changes. Changes in the value of portfolio securities will not affect interest income derived from those securities, but will affect the value of the Series’ portfolio.

 

   

The issuer of a bond owned by the Series defaults on its obligation to pay principal or interest or has its credit rating downgraded.

 

   

The Advisor’s judgments about the attractiveness, relative value or potential appreciation of a particular security or sector prove to be incorrect.

In addition to the general risks of bond funds, the Series is subject to the following additional risks due to its focus on municipal bonds:

 

   

Changes in the financial condition of municipal issuers may adversely affect the value of the Series’ securities.

 

   

Economic or political changes may affect the ability of issuers of municipal securities to repay principal and to make interest payments on securities owned by the Series.

 

   

Poor statewide or local economic results or changing political sentiments may reduce tax revenues and increase the expenses of municipal issuers, making it more difficult for them to meet their obligations.

In addition to the risks of bond funds in general and more specifically of municipal bond funds, this Series has the following special risks:

 

   

Concentration in Ohio tax exempt securities may lead to more volatility than if the Series invested in securities from a number of different states.

 

   

The Series is sensitive to political, economic, or demographic developments within the state, public authorities, or political subdivisions.

 

   

The Series is subject to the risk that its market segment (Ohio tax exempt securities) may underperform other fixed income market segments or the fixed income markets as a whole.

The risks above could contribute to a decline in the value of the Series’ investments and, consequently, the share price of the Series.

Summary of Past Performance

The bar chart and total return table provide some indication of the risks of investing in the Series. The bar chart shows the variability in the performance of the Series by showing changes in the performance of the Series for each of the last ten calendar years. The total return table shows how the average annual total returns for the Series for different periods compare to those of a broad-based securities index. Past performance (both before and after taxes) does not necessarily indicate how the Series will perform in the future. Quarterly performance information of the Series is available at www.manning-napier.com.

 

CALENDAR YEARS ENDED DECEMBER 31

 

LOGO

Quarterly Returns

Highest (quarter ended 09/30/09): 7.42%

Lowest (quarter ended 12/31/10): (5.86)%

 

 

66


Table of Contents

AVERAGE ANNUAL TOTAL RETURNS

FOR PERIODS ENDED DECEMBER 31, 2010

      1 Year   5 Years   10 Years   Since
Inception
on 2/14/94
Return Before Taxes   0.14%   3.47%   4.00%   4.29%
Return After Taxes on Distributions   0.14%   3.40%   3.93%   4.24%
Return After Taxes on Distributions and Sale of Series Shares   1.22%   3.46%   3.94%   4.22%
Index: (reflects no deduction for fees, expenses, or taxes)                
Bank of America Merrill Lynch 1-12 Year Municipal Bond Index  

3.04%

  4.71%  

4.91%

  5.15%

The after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold their Series shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Investment Advisor

The investment advisor of the Series is Manning & Napier Advisors, LLC.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions. The following investment professionals serve on the Series’ management team. No specific member of the Series’ management team is required to approve security purchases and sales.

Christian A. Andreach, CFA ®

Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group, has managed the Series since 2002.

Jack Bauer

Senior Analyst/Managing Director of Fixed Income, has managed the Series since 1994.

Ebrahim Busheri, CFA ®

Senior Analyst/Managing Director of Emerging Growth Group, has managed the Series since 2012.

Jeffrey S. Coons, Ph.D., CFA ®

President and Co-Director of Research, has managed the Series since 1994.

Jeffrey W. Donlon, CFA ®

Senior Analyst/Managing Director of Technology Group, has managed the Series since 2004.

Brian P. Gambill, CFA ®

Senior Analyst/Managing Director of Capital Goods & Materials Group, has managed the Series since 2002.

Jeffrey A. Herrmann, CFA ®

Co-Head of Global Equities, Co-Director of Research/Managing Director of Themes and Overviews Group, has managed the Series since 1994.

Brian W. Lester, CFA ®

Senior Analyst/Managing Director of Life Sciences Group, has managed the Series since 2009.

Michael J. Magiera, CFA ®

Senior Analyst/Managing Director of Real Estate Group, has managed the Series since 1994.

James Nawrocki

Senior Analyst, has managed the Series since 2004.

Christopher F. Petrosino, CFA ®

Senior Analyst/Managing Director of Quantitative Strategies Group, has managed the Series since 2012.

Marc Tommasi

Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group, has managed the Series since 1994.

Virge J. Trotter, III, CFA ®

Senior Analyst/Managing Director of Services Group, has managed the Series since 2009.

Purchase and Sale of Series Shares

You may purchase or redeem shares of the Series on any day the New York Stock Exchange (NYSE) is open. The minimum initial investment of the Series is $2,000. There is no minimum for subsequent investments. You may purchase or redeem shares of the Series by mail (Manning & Napier Fund, Inc., P.O. Box 9845, Providence, RI 02940-8045), by Internet (www.manning-napier.com), by telephone (1-800-466-3863) or, with respect to purchases only, by wire. Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place purchase and redemption orders.

Shares of the Series may be purchased from time to time by the Advisor for the accounts of its advisory clients who utilize discretionary account management services provided by the Advisor or its affiliates. Purchases and sales of Series shares for these clients are made at the Advisor’s discretion pursuant to client authorization.

 

 

67


Table of Contents

Tax Information

Dividends you receive from the Series are primarily exempt from regular federal and state income tax for residents of Ohio. A portion of these distributions, however, may be subject to federal alternative minimum tax. The Series may also make distributions that are taxable to you as ordinary income or capital gains.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Series’ shares through a broker-dealer or other financial intermediary (such as a bank), the Series and its related companies may pay the intermediary for the sale of Series 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 Series over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 

68


Table of Contents

More Information About the Series’

Investment Strategies and Risks

 

More Information About the Series’ Principal Investments

Equity securities — Each of the Series, with the exception of the High Yield Bond Series, Global Fixed Income Series, Core Bond Series and Core Plus Bond Series, and the Diversified Tax Exempt Series, New York Tax Exempt Series and Ohio Tax Exempt Series (the Tax Exempt Series), may invest in equity securities of U.S. and foreign companies. The securities will usually be exchange-traded common stocks and may be denominated in U.S. dollars or foreign currencies.

Foreign and emerging market securities — The International Series, World Opportunities Series and Emerging Markets Series invest principally in the common stocks of foreign companies, and the Inflation Focus Equity Series may invest up to 100% of its portfolio in the common stocks of foreign companies. Each Series that may invest in equity securities may invest in foreign stocks, ADRs and other U.S. dollar and non-U.S. dollar denominated securities of developed and emerging market companies. ADRs are securities listed and traded in the United States but represent an ownership interest in securities issued by a foreign issuer. ADRs are subject to many of the risks associated with investing directly in foreign securities, which are described below. The Core Bond Series and Core Plus Bond Series may invest in yankee bonds, which are bonds issued by foreign issuers that are denominated in U.S. dollars. The Global Fixed Income Series invests principally in bonds issued by foreign issuers, and the High Yield Bond Series and Core Plus Bond Series may also invest in bonds issued by foreign issuers.

Fixed income securities — The High Yield Bond Series, Global Fixed Income Series, Core Bond Series, and Core Plus Bond Series invest primarily in a variety of fixed income investments. The Real Estate Series and Inflation Focus Equity Series may invest in fixed income securities. These securities may be issued by the U.S. Government or any of its agencies, foreign governments, supranational entities such as the World Bank, and U.S. and foreign companies. Certain of the U.S. and foreign fixed income securities in which a Series invests are not guaranteed or insured by the U.S. or foreign government. These securities may be backed solely by their issuers’ ability to borrow from their government or by the credit of their issuers. Investments in fixed income securities may be of any credit quality (subject to the limitations outlined in each Series’ Principal Investment Strategies section) and have all types of interest rate payment and reset terms, including fixed rate, adjustable rate, zero coupon and pay in kind. The Tax Exempt Series may invest in fixed income securities of any maturity or duration.

Tax exempt securities — The Tax Exempt Series may invest in fixed income securities of any maturity or duration, and these

securities may be issued by a state and its political subdivisions, agencies and instrumentalities or by other governmental entities. These issuers may also be located in the District of Columbia, Puerto Rico, and other U.S. territories and possessions. As a fundamental policy, each Series will, under normal circumstances, invest at least 80% of its assets in securities the income from which is exempt from federal income tax, including the Alternative Minimum Tax.

Tax Exempt Series’ investments in taxable securities — The Tax Exempt Series may invest in taxable investments, including obligations of the U.S. Government, its agencies or instrumentalities. These Series may also invest in money market instruments or hold their assets in cash. These investments may cause a Tax Exempt Series to make a taxable distribution to shareholders.

Mortgage-backed securities — The Core Bond Series and Core Plus Bond Series may invest in mortgage-backed securities. Mortgage-backed securities are instruments that entitle the holder to a share of all interest and principal payments from mortgages underlying the security. The mortgages backing these securities include conventional fifteen- and thirty-year fixed-rate mortgages, graduated payment mortgages, adjustable rate mortgages and floating mortgages.

Asset-backed securities — The Core Bond Series and Core Plus Bond Series may invest in asset-backed securities. Asset-backed securities are securities backed by non-mortgage assets such as company receivables, truck and auto loans, leases and credit card receivables. Asset-backed securities are generally issued as pass-through certificates, which represent undivided fractional ownership interests in the underlying pools of assets.

High yield bonds — The High Yield Bond Series, Global Fixed Income Series, Core Plus Bond Series, Real Estate Series, and Inflation Focus Equity Series may invest in high yield bonds. High yield bonds are lower-rated debt securities often referred to as “junk bonds.” These securities offer a higher yield compared to investment grade securities, but they carry a greater degree of risk and are considered speculative by the major credit rating agencies. High yield securities may be issued by companies that are restructuring, are smaller and less creditworthy, or are more highly indebted than other companies. In addition, foreign countries with political or economic instability may issue high yield bonds. This means that the issuer may have more difficulty making scheduled payments of principal and interest. Compared to investment grade securities, high yield bonds are influenced more by changes in the financial and business position of the issuer than by changes in interest rates.

 

 

69


Table of Contents

Currency hedging — In order to attempt to manage the currency risk associated with owning and trading foreign securities, the Series may, but are not required to, hedge against changes in the value of foreign currencies relative to the U.S. dollar. The Series primarily use forward foreign currency exchange contracts for hedging purposes. These derivatives may be used to hedge against changes in the value of foreign currencies relative to the U.S. dollar in connection with specific transactions or portfolio positions.

Options —The Life Sciences Series and the Inflation Focus Equity Series may invest in options. An option is the right to buy or sell an instrument at a specific price before a specific date. When the Advisor wishes to purchase or sell a security at a specified price, it may seek to generate additional gains for the Series by writing (selling) options on the underlying security.

Mortgage dollar rolls — The Core Bond Series and Core Plus Bond Series may invest in mortgage dollar rolls. Mortgage dollar rolls are transactions in which a Series sells a mortgage-backed security and simultaneously contracts to purchase similar securities on a specified future date at a predetermined price. They simulate an investment in mortgage-backed securities and may enhance the Series’ returns and reduce its administrative burdens compared with holding mortgage-backed securities directly.

ETFs — The Series may invest in ETFs, which are investment companies whose shares are bought and sold on a securities exchange. ETFs invest in a portfolio of securities designed to track a particular market segment or index.

Real estate companies (RECs) — The Real Estate Series may invest in REITs and REOCs (RECs) and the Financial Services Series may invest in REITs. RECs are companies — trusts in the case of REITs — that invest primarily in commercial real estate or real estate-related loans. Generally, REITs can be classified as Equity REITs, Mortgage REITs and Hybrid REITs. Equity REITs invest the majority of their assets directly in real property and derive their income primarily from rents and capital gains from appreciation realized through property sales. Mortgage REITs invest the majority of their assets in real estate mortgages and derive their income primarily from interest payments. Hybrid REITs combine the characteristics of both Equity and Mortgage

REITs. REOCs are real estate companies that engage in the development, management or financing of real estate. They typically provide services such as property management, property development, facilities management and real estate financing. REOCs are publicly traded corporations that are taxed at the corporate level, unlike REITs.

Convertible securities — The Real Estate Series may invest in convertible securities. A convertible security is a bond, debenture, note, preferred stock or other security that may be converted or exercised for a prescribed amount of common stock at a specified time and price. Convertible securities provide an opportunity for equity participation, with the potential for a higher dividend or interest yield and lower price volatility compared to common stock.

Inflation Protected Securities — The Inflation Focus Equity Series may invest in inflation protected securities. Inflation protected securities are fixed income securities for which the principal and/or interest income paid is linked to inflation rates. They may be issued by the U.S. Treasury or foreign governments and U.S. and foreign corporations. The relationship between an inflation protected security and its associated inflation index affects both the sum the Series is paid when the security matures and the amount of interest that the security pays the Series. With inflation (a rise in the index), the principal of the security increases. With deflation (a drop in the index), the principal of the security decreases. Inflation protected securities pay interest at a fixed rate. Because the rate is applied to the adjusted principal, however, interest payments can vary in amount from one period to the next. If inflation occurs, the interest payment increases. In the event of deflation, the interest payment decreases. At the maturity of a security, the Series receives the adjusted principal or the original principal, whichever is greater.

More Information About the Series’ Principal Risks

In addition to the principal risks discussed in the individual Series’ Summary sections, certain Series are subject to additional risks as illustrated by the following table. The degree to which each risk applies to a specific Series depends on the holdings of that Series. More information on each risk is provided below the table.

 

 

 

70


Table of Contents
      Small
Cap
Series
  Commodity
Series
  Technology
Series
  International
Series
  Life
Sciences
Series
  World
Opportunities
Series
  High
Yield
Bond
Fund
Series
  Global
Fixed
Income
Series
  Financial
Services
Series
  Core
Bond
Series
  Core
Plus
Bond
Series
  Real
Estate
Series
  Emerging
Markets
Series
  Inflation
Focus
Equity
Series
  Diversified
Tax
Exempt
Series
  New
York
Tax
Exempt
Series
  Ohio
Tax
Exempt
Series
Market risk   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x
Equity risk   x   x   x   x   x   x           x           x   x   x            
Large-cap risk       x   x   x   x   x           x           x   x   x            
Small- and mid-cap risk   x   x   x   x   x   x           x           x   x   x            
Foreign securities risk   x   x   x   x   x   x   x   x   x   x   x   x   x   x            
Emerging market risk   x   x   x   x   x   x   x   x   x       x   x   x   x            
Currency risk   x   x   x   x   x   x   x   x   x       x   x   x   x            
Risks related to currency hedging and use of forward contracts               x       x   x   x           x   x   x   x            
Interest rate risk                           x   x       x   x   x       x   x   x   x
Credit risk                           x   x       x   x   x       x   x   x   x
U.S. Government securities risk                                       x   x                        
Risks related to mortgage-backed securities                                       x   x                        
Prepayments and extension risk                           x   x       x   x   x           x   x   x
Risks of lower-rated investment grade securities                                       x   x   x       x   x   x   x
Risks of mortgage dollar rolls                                       x   x                        
Risks of asset-backed securities                                       x   x                        
Municipal securities risk                                                           x   x   x
Concentration in New York and Ohio tax exempt securities risk                                                               x   x
Risks related to New York tax exempt securities                                                               x    
Risks related to Ohio tax exempt securities                                                                   x
Options risk                   x                                   x            
Risks related to ETFs   x   x   x   x   x   x   x   x   x   x   x   x   x   x            
Real estate investment risk                                   x           x                    
Risks related to real estate companies                                   x           x                    
Risks related to initial public offerings           x       x                           x                    
Inflation protected security risk                                                       x            
Inflation protection investment style risk                                                       x            
Convertible securities risk                                               x                    
Risks related to commodity investments       x                                                            
Liquidity risk   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x
Large redemption risk   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x   x

 

71


Table of Contents

Market risk — Stock and bond markets rise and fall daily. As with any investment whose performance is tied to these markets, the value of the Series’ investments will fluctuate, which means that the Series could lose money on their investments.

Equity risk — The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. Individual companies may report poor results or be negatively affected by industry and/or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response. In addition, the equity market tends to move in cycles which may cause stock prices to fall over short or extended periods of time.

Large-cap risk — A Series’ investments in large-cap stocks are subject to risks. Large-cap stocks tend to go in and out of favor based on market and economic conditions. The returns on large-cap stocks may underperform other types of investments, such as small-cap or mid-cap stocks.

Small- and mid-cap risk — Small- and mid-cap companies may be more vulnerable to adverse business or economic events than larger, more established companies. In particular, small- and mid-cap companies may have limited product lines, markets and financial resources, and may depend upon a relatively small management group. The securities of smaller companies are often traded in the over-the-counter market and, even if listed on a national securities exchange, the trading market (i.e., the volume of trades on any given day) for such securities may be less active than larger companies listed on that exchange. Consequently, the securities of these companies may be less liquid, may have limited market stability, and may be subject to more abrupt or erratic market movements than the securities of larger, more established companies. As a result, the prices of the smaller companies owned by a Series may be volatile.

Foreign securities risk — Investments in securities of foreign issuers involve certain risks that are greater than those associated with investments in securities of U.S. issuers. These include risks of adverse changes in foreign economic, political, regulatory and other conditions, or changes in currency exchange rates or exchange control regulations (including limitations on currency movements and exchanges). In certain countries, legal remedies available to investors may be more limited than those available with respect to investments in the United States. The securities of some foreign companies may be less liquid and, at times, more volatile than securities of comparable U.S. companies. A fund with foreign investments may also experience more rapid or extreme changes in value than a fund that invests solely in securities of U.S. companies because the securities markets of many foreign countries are relatively small, with a limited number of companies representing a small number of industries. There also is the risk that the cost

of buying, selling, and holding foreign securities, including brokerage, tax, and custody costs, may be higher than those involved in domestic transactions. During any period when foreign securities underperform other types of investments — U.S. securities, for instance — the performance of a Series with foreign investments will lag these investments. A Series’ investments in foreign securities may be subject to foreign withholding and other taxes. Although in some countries all or a portion of these taxes are recoverable, the non-recovered portion will reduce the income received by a Series. In addition, a Series’ investments in foreign securities may increase or accelerate the Series’ recognition of ordinary income or may affect the timing or amount of the Series’ distributions.

Emerging market risk — A Series that invests in stocks located in emerging markets may be exposed to additional risks. Emerging market countries are countries that the World Bank or the United Nations considers to be emerging or developing. Emerging markets may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries. Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation. It is sometimes difficult to obtain and enforce court judgments in such countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country. In addition, the financial stability of issuers (including governments) in emerging market countries may be more precarious than in other countries. As a result, there will tend to be an increased risk of price volatility associated with a Series’ investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar. During any period when emerging market securities underperform other types of investments — U.S. securities, for instance — the performance of a Series with significant holdings in emerging markets will lag these investments.

Currency risk — A Series that invests in securities denominated in, and/or receiving revenues in, foreign currencies will be subject to currency risk. This is the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency hedged. In either event, the dollar value of an investment in a Series would be adversely affected. Currencies in non-U.S. countries may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention by U.S. or foreign governments, central banks or supranational agencies, such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad.

Risks related to currency hedging and use of forward contracts — A Series that uses currency hedging will be exposed to additional risks. The value of a Series’ portfolio may

 

 

72


Table of Contents

decline if a currency is not hedged and that currency later declines with respect to the U.S. dollar. There are also additional risks because a hedging strategy relies upon the ability of the Advisor to accurately predict movements in currency exchange rates. In addition, a Series could be exposed to risk if the counterparty to a forward contract is unable to meet the terms of the contract or if the value of the currency changes unfavorably relative to the U.S. dollar. Also, there may not be an exact relationship between changes in the prices of a forward foreign currency exchange contract and the underlying currency. A Series’ use of forward contracts is also subject to liquidity risk, which is discussed below.

Interest rate risk — A Series that invests in fixed income securities will be subject to the risk that interest rates rise and fall over time. As with any investment whose yield reflects current interest rates, the Series’ yield will change over time. During periods when interest rates are low, the Series’ yield (and total return) also may be low. Changes in interest rates also may affect the Series’ share price: a sharp rise in interest rates could cause the Series’ share price to fall. This risk is greater when the Series holds bonds with longer maturities. To the extent that the Advisor anticipates interest rate trends imprecisely, the Series’ share price could fall.

Credit risk — A Series that invests in fixed income securities will be subject to the risk that a decline in the credit quality of a portfolio investment could cause the Series’ share price to fall. A Series could lose money if the issuer or guarantor of a portfolio investment fails to make timely principal or interest payments or otherwise honor its obligations. Below investment-grade bonds (junk bonds) involve greater risks of default or downgrade and are more volatile than investment-grade bonds. Below investment-grade bonds also involve greater risk of price declines than investment-grade securities due to actual or perceived changes in an issuer’s creditworthiness. In addition, issuers of below investment-grade bonds may be more susceptible than other issuers to economic downturns. Such bonds are subject to the risk that the issuer may not be able to pay interest or dividends and ultimately to repay principal upon maturity. Discontinuation of these payments could substantially adversely affect the market value of the bonds. Given the total size of the junk bond market, junk bonds can be less liquid than investment-grade bonds.

U.S. Government securities risk — Although U.S. Government securities are considered to be among the safest investments, they are not guaranteed against price movements due to changing interest rates. Obligations issued by some U.S. Government agencies are backed by the U.S. Treasury, while others are backed solely by the ability of the agency to borrow from the U.S. Treasury or by the agency’s own resources and, therefore, such obligations are not backed by the full faith and

credit of the United States government. Also, any government guarantees on securities a Series owns do not extend to the shares of the Series itself.

Risks related to mortgage-backed securities — Mortgage-backed securities are sensitive to changes in interest rates, but may respond to these changes differently from other fixed income securities due to the possibility of prepayment of the underlying mortgage loans. As a result, it may not be possible to determine in advance the actual maturity date or average life of a mortgage-backed security. Rising interest rates tend to discourage refinancings, with the result that the average life and volatility of the security will increase, exacerbating its decrease in market price. When interest rates fall, however, mortgage-backed securities may not gain as much in market value because of the expectation of additional mortgage prepayments, which must be reinvested at lower interest rates. Prepayment risk may make it difficult to calculate the average maturity of a Series’ mortgage-backed securities and, therefore, to assess the volatility risk of the Series. The privately issued mortgage-backed securities in which a Series invests are not issued or guaranteed by the U.S. Government or its agencies or instrumentalities and may bear a greater risk of nonpayment than securities that are backed by the U.S. Treasury.

Prepayment and extension risk — A Series that invests in fixed income securities will be subject to the risk that the bonds in its portfolio may be paid off earlier or later than expected. Either situation could cause the Series to hold securities paying lower-than-market rates of interest, which could hurt the Series’ yield or share price. In addition, rising interest rates tend to extend the duration of certain fixed income securities, making them more sensitive to changes in interest rates. As a result, in a period of rising interest rates, the Series may exhibit additional volatility. This is known as extension risk. When interest rates decline, borrowers may pay off their fixed income securities sooner than expected. This can reduce the returns of the Series because the Series will have to reinvest that money at the lower prevailing interest rates. This is known as prepayment risk.

Risks of lower-rated investment grade securities — Securities with the lowest ratings within the investment grade categories carry more risk than those with the highest ratings. When a Series invests in securities in the lower rating categories, the achievement of its goals is more dependent on the Advisor’s ability than would be the case if the Series were to invest in higher-rated securities within the investment grade categories. The Advisor seeks to minimize this risk through investment analysis and attention to current developments in interest rates and economic conditions. If a security purchased by a Series is downgraded below investment grade after purchase, the Advisor will review the security to determine if it remains an appropriate investment.

 

 

73


Table of Contents

Risks of mortgage dollar rolls — A Series’ use of mortgage dollar rolls may increase its portfolio turnover rate, and may lead to higher transaction costs and increased capital gains for the Series. At the time a Series enters into a mortgage dollar roll, it will earmark or set aside in a segregated account sufficient cash or liquid assets to cover its obligation under the transaction. Mortgage dollar roll transactions may be considered a borrowing by the Series.

Risks of asset-backed securities — Repayment of asset-backed securities depends largely on the cash flows generated by the assets backing the securities. Asset-backed securities entail prepayment risk, which may vary depending on the type of asset, but is generally less than the prepayment risk associated with mortgage-backed securities. Asset-backed securities present credit risks that are not presented by mortgage-backed securities. This is because asset-backed securities generally do not have the benefit of a security interest in collateral that is comparable in quality to mortgage assets. If the issuer of an asset-backed security defaults on its payment obligations, there is the possibility that, in some cases, a Series will be unable to possess and sell the underlying collateral and that the Series’ recoveries on repossessed collateral may not be available to support payments on the security. In the event of a default, a Series may suffer a loss if it cannot sell collateral quickly and receive the amount it is owed.

Municipal securities risk — The Tax Exempt Series primarily invest in municipal securities the income from which, in the opinion of the securities’ counsel, is exempt from federal income tax, including the Alternative Minimum Tax. In addition, the New York Tax Exempt Series primarily invests in municipal securities the income from which, in the opinion of the securities’ counsel, is exempt from New York State income tax, and the Ohio Tax Exempt Series primarily invests in municipal securities the income from which, in the opinion of the securities’ counsel, is exempt from Ohio State income tax. Neither the Advisor nor the Series guarantee that this opinion is correct, and there is no assurance that the IRS will agree with such counsel’s opinion. If certain types of investments a Series buys as tax-exempt are later ruled to be taxable, a portion of that Series’ income could be taxable. State and local governments rely on taxes and, to some extent, revenues from private projects financed by municipal securities, to pay interest and principal on municipal debt. Poor statewide or local economic results or changing political sentiments may reduce tax revenues and increase the expenses of municipal issuers, making it more difficult for them to meet their obligations. To the extent that a Series invests in municipal securities from a given state or geographic region, its share price and performance could be affected by local, state and regional factors, including natural disasters and terrorist activities, erosion of the tax base and changes in the economic climate. Also, there may be economic or political changes that impact the ability of issuers of municipal securities to repay principal and to make

interest payments on securities owned by a Series. Any changes in the financial condition of municipal issuers also may adversely affect the value of a Series’ securities. National governmental actions, such as the elimination of tax-exempt status, also could affect performance.

Concentration in New York and Ohio tax exempt securities risk — In addition to the general risks of investing in municipal securities discussed above, the New York Tax Exempt Series and Ohio Tax Exempt Series will be particularly sensitive to economic and political developments in the State of New York and the State of Ohio, respectively. Constitutional or statutory requirements may limit each state’s power to raise revenues or increase taxes and to meet its obligations. In addition, changes to New York or Ohio laws or regulations may impair the ability of issuers of municipal securities to repay principal or to pay interest. The amount of information about the condition of an issuer of New York or Ohio tax exempt securities may not be as extensive as information regarding a corporate issuer whose securities are publicly traded.

Risks related to New York tax exempt securities — Certain issuers of New York municipal securities have experienced serious financial difficulties in the past and reoccurrence of these difficulties may impair the ability of certain New York issuers to pay principal or interest on their obligations. The financial health of New York City affects that of the State, and when New York City experiences financial difficulty, it may have an adverse affect on New York municipal securities held by the Series. A downturn within the financial, banking and insurance sectors is a significant risk to the economy of New York State and New York City and issuers of New York municipal securities. The New York economy tends to be more sensitive to monetary policy actions and to movements in the national and world economies than the economies of other states and municipalities. Economic growth may slow in New York due to credit market conditions or a decrease in household or business spending. Loss of wealth from, among other things, a depressed equity market or a depressed real estate market, along with declining employment and income, is expected to depress New York State’s taxable income. New York’s economy has been negatively impacted by the recession that began in December 2007. The deterioration of New York’s fiscal situation increases the risk of investing in New York municipal securities, including the risk of potential issuer default, and also heightens the risk that the prices of New York municipal securities and the net asset value and/or yield of the Series will experience greater volatility.

Risks related to Ohio tax exempt securities — With a sizeable manufacturing base and high employment in trade, transportation, and utilities, Ohio tends to be more cyclical and sensitive to economic shifts than most other states. As a result, the recent economic downturn has had a particularly harsh impact on Ohio’s economy. For example, Ohio reported an

 

 

74


Table of Contents

unemployment rate above the national average and Ohio’s total employment has decreased in recent years. In addition, Ohio has experienced budgetary shortfalls due, in part, to declining tax revenues. The health of Ohio’s economy is also particularly sensitive to agribusiness, which makes up a significant portion of Ohio’s total employment. The deterioration of Ohio’s fiscal situation increases the risk of investing in Ohio municipal securities, including the risk of potential issuer default, and also heightens the risk that the prices of Ohio municipal securities and the net asset value and/or yield of the Series will experience greater volatility.

Options risk — A call option on a security gives the purchaser of the option the right to buy, and the writer of the option the obligation to sell, the underlying security at any time during the option period. A Series’ use of options involves risks different from, and possibly greater than, the risks associated with investing directly in securities and other traditional investments. Risks associated with a Series’ use of options transactions include: (i) there may be an imperfect correlation between the movement in prices of options and the securities underlying them; and (ii) while the Series will receive a premium when it writes covered call options, it may not participate fully in a rise in the market value of the underlying security. Further, investments in options are also subject to liquidity risk, which is described below.

Risks related to ETFs — ETFs, like mutual funds, have expenses associated with their operation, including advisory fees. When a Series invests in an ETF, in addition to directly bearing expenses associated with its own operations, it will bear a pro rata portion of the ETF’s expenses. The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities.

Real estate investment risk — Although the Real Estate Series may not invest directly in real estate, it has a policy of concentrating its investments in securities of companies that are principally engaged in the real estate industry. These companies include those directly engaged in the real estate industry as well as in industries serving and/or related to the real estate industry. As such, the Real Estate Series is subject to risks associated with the direct ownership of real estate, and an investment in the Series will be closely linked to the performance of the real estate markets. A Series that invests, but does not concentrate, in securities of companies that are principally engaged in the real estate industry or companies related to the real estate industry will be subject to the risks associated with the direct ownership of real estate securities to a lesser extent. These risks include, among others, declines in the value of real estate; risks related to general and local economic conditions; possible lack of availability of mortgage funds; lack of ability to access the credit or capital markets; overbuilding; extended vacancies of properties; defaults

by borrowers or tenants, particularly during an economic downturn; increasing competition; increases in property taxes and operating expenses; changes in zoning laws; losses due to costs resulting from the clean-up of environmental problems; liability to third parties for damages resulting from environmental problems; casualty or condemnation losses; limitations on rents; changes in market and sub-market values and the appeal of properties to tenants; and changes in interest rates.

Risks related to real estate companies — The following risks may apply to all real estate companies (RECs) or specifically to real estate investment trusts (REITs):

 

   

RECs are dependent upon specialized management skills and may have their investments in relatively few properties, or in a small geographic area or a single property type.

 

   

RECs are subject to heavy cash flow dependency and defaults by borrowers.

 

   

REITs could possibly fail to qualify for tax free pass-through of income under the Internal Revenue Code, or to maintain their exemptions from registration under the Investment Company Act of 1940. The failure of a company to qualify as a REIT under federal tax law may have adverse consequences to a Series.

 

   

In the event of a default by a borrower or lessee, the REC may experience delays in enforcing its rights as a mortgagee or lessor and may incur substantial costs associated with protecting its investments.

 

   

RECs have their own expenses, and a Series will bear a proportionate share of those expenses.

 

   

RECs may be affected by changes in the value of the underlying properties in their portfolios. Mortgage REITs may also be affected by the credit quality of any loans in their portfolios.

 

   

REITs are subject to substantial dividend requirements which may result in a need to raise additional capital or face self liquidation.

Risks of initial public offerings — The market value of IPO shares will fluctuate considerably due to factors such as the absence of a prior public market, unseasoned trading, the small number of shares available for trading, and limited information about the issuer. The purchase of IPO shares may involve high transaction costs. IPO shares are subject to market risk and liquidity risk. In addition, the market for IPO shares can be speculative and/or inactive for extended periods of time. The limited number of shares available for trading in some IPOs may make it more difficult for a Series to buy or sell significant amounts of shares without an unfavorable impact on prevailing prices. Investors in IPO shares can be affected by substantial dilution in the value of their shares by sales of additional shares and by concentration of control in existing management and principal shareholders. When a Series’ asset base is small, a

 

 

75


Table of Contents

significant portion of its performance could be attributable to investments in IPOs because such investments would have a magnified effect on the Series. As a Series’ assets grow, the effect of the Series’ investments in IPOs on the Series’ performance probably will decline, which could reduce the Series’ performance. Because of the price volatility of IPO shares, a Series may choose to hold IPO shares for a very short period of time. This may increase the turnover of the Series’ portfolio and lead to increased expenses to the Series, such as commission and transaction costs. By selling IPO shares, a Series may realize taxable gains it will subsequently distribute to shareholders.

Inflation protected security risk — The value of inflation protected securities, including TIPS, generally will fluctuate in response to changes in “real” interest rates, generally decreasing when real interest rates rise and increasing when real interest rates fall. Real interest rates represent nominal (or stated) interest rates reduced by the expected impact of inflation. In addition, interest payments on inflation-indexed securities will generally vary up or down along with the rate of inflation. Repayment of the original bond principal upon maturity (as adjusted for inflation) is guaranteed by the United States Treasury in the case of TIPS. For securities that do not provide a similar guarantee, the adjusted principal value of the security to be repaid at maturity is subject to credit risk.

Inflation protection investment style risk — The Inflation Focus Equity Series seeks to provide shareholders with inflation protection by opportunistically investing primarily in equity securities of issuers that the Advisor believes will benefit from an inflationary environment. If the Advisor’s investment approach for selecting these securities proves to be incorrect, the Series’ ability to provide shareholders inflation protection could be negatively affected. Moreover, even if the Advisor’s investment approach is successful in identifying issuers that will benefit from an inflationary environment, these issuers could nonetheless decline in value in an inflationary environment due to, among other things, volatility in the broader equity markets. Furthermore, although the Series may invest a portion of its assets in TIPS and other inflation-protected fixed income securities, the Series’ ability to provide shareholders inflation protection is dependent primarily on the success of the Advisor’s security selection process and not the Series’ investments in TIPS and other inflation-protected fixed income securities. Accordingly, the Series may perform differently than funds that seek to provide inflation protection by investing primarily in TIPS and other inflation-protected fixed income securities.

Convertible securities risk — The value of a convertible security is influenced by changes in interest rates, with investment value declining as interest rates increase and increasing as interest rates decline, and the credit standing of the issuer. The price of a convertible security will also normally vary

in some proportion to changes in the price of the underlying common stock because of the conversion or exercise feature. Convertible securities may also be rated below investment grade (“junk bond”) or may not be rated, and are subject to credit risk, which is discussed above.

Risks related to commodity investments — The Commodity Series has special risks due to its concentration in securities of issuers in commodity-related industries. The prices of commodities may be subject to economic and non-economic variables, such as drought, floods, weather, livestock disease, embargoes, tariffs, and international economic, political and regulatory developments. Certain commodities are also subject to limited pricing flexibility because of supply and demand factors. Global supply and demand of a commodity may be influenced by such factors as forward selling by the various commodities producers, purchases made by the commodities’ producers to unwind their hedge positions, and production and cost levels in the major markets of a commodity. Certain commodities are subject to broad price fluctuations as a result of the volatility of the prices for certain raw materials and the instability of supplies of other materials. In addition, certain commodities are affected by domestic and foreign interest rates and inflation rates and investors’ expectations concerning the same. Each of these variables may create additional investment risks which subject the Commodity Series’ investments to greater volatility than investments in traditional securities.

Liquidity risk — Liquidity risk exists when particular investments are difficult to purchase or sell. The market for certain investments may become illiquid due to specific adverse changes in the conditions of a particular issuer or under adverse market or economic conditions independent of the issuer. A Series’ investments in illiquid securities may reduce the returns of that Series because it may be unable to sell the illiquid securities at an advantageous time or price. Further, transactions in illiquid securities may entail transaction costs that are higher than those for transactions in liquid securities.

Large redemption risk — Certain institutions or individuals may from time to time own (beneficially or of record) or control a significant percentage of a Series’ shares. Redemptions by these institutions or individuals in a Series may impact the Series’ liquidity and net asset value (NAV). These redemptions may also force a Series to sell securities, which may cause the Series to experience a loss (particularly during periods of declining or illiquid markets), as well as cause the Series’ portfolio turnover rate and transaction costs to rise, which may negatively affect the Series’ performance and increase the likelihood of capital gain distributions for remaining shareholders.

Defensive Investing

Each Series may depart from its principal investment strategies by taking temporary defensive positions in response to adverse

 

 

76


Table of Contents

market, economic or political conditions. If a Series takes a temporary defensive position, it may be unable to achieve its investment goal.

Investment Strategy and Goal

Each Series’ investment goal (described in each “Investment Goal” section), except for those of the Small Cap Series, World Opportunities Series, Financial Services Series, Core Bond Series, Core Plus Bond Series, Real Estate Series, Emerging Markets Series, and Inflation Focus Equity Series, is a fundamental policy and may not be changed without obtaining the approval of the respective Series’ shareholders. The investment goals of the Small Cap Series, World Opportunities Series, Financial Services Series, Core Bond Series, Core Plus Bond Series, Real Estate Series, Emerging Markets Series, and Inflation Focus Equity Series are not fundamental policies, and the Series’ Board of Directors may change these goals without obtaining the approval of the shareholders of these Series. Each of the Small Cap Series, Commodity Series, Technology Series, Life Sciences Series, High Yield Bond Series, Global Fixed Income Series, Financial Services Series, Core Bond Series, Core Plus Bond Series, Real Estate Series, Emerging Markets Series, and Inflation Focus Equity Series will notify its shareholders at least 60 days before changing its investment strategy to invest, under normal circumstances, at least 80% of its assets in the type of securities suggested by its name. The Series may not succeed in achieving their goals.

Management

The Advisor

The Series’ advisor is Manning & Napier Advisors, LLC, 290 Woodcliff Drive, Fairport, New York 14450. Manning & Napier Advisors, LLC managed over $40 billion for individual and institutional investors as of October 31, 2011. The Advisor is responsible for the day-to-day portfolio management of the Series and generally is responsible for supervision of the Series’ overall business affairs, service providers and officers.

As described below, a team made up of investment professionals and analysts makes all of the Series’ investment decisions.

Portfolio Managers

A management team made up of investment professionals and analysts employed by the Advisor is jointly and primarily responsible for making all of the Series’ investment decisions.

The Advisor’s Senior Research Group establishes the broad investment policies and guidelines used in the management of each Series.

For the Series that invest in stocks, with the exception of the Small Cap Series, World Opportunities Series, and the Inflation Focus Equity Series, a designated Research Team for each Series implements those policies and guidelines as well as

monitors the investment portfolio for the Series. The Research Team works with the Advisor’s other analysts to develop stock recommendations for the Series in line with the Senior Research Group’s policies and guidelines. Recommendations for security purchases and sales must be approved by two members of the Series’ Research Team and one member of the Senior Research Group before implementation. No specific member of the Series’ Research Team or Senior Research Group is required to approve security purchases and sales.

For the Small Cap Series and World Opportunities Series, the Advisor’s analysts work with the members of the Senior Research Group to develop stock recommendations for the Series in line with the Senior Research Group’s policies and guidelines. Recommendations for security purchases and sales must be approved by the Senior Research Group before implementation.

For the Inflation Focus Equity Series, the Advisor’s Themes and Overviews Group examines economic trends and industry-specific factors to identify investment ideas that are attractive on a stand-alone basis and are expected to be beneficiaries of rising prices. The Advisor’s analysts work with the members of the Senior Research Group to develop stock recommendations for the Series in line with the Themes and Overviews Group’s investment ideas and the Senior Research Group’s policies and guidelines. For the fixed income holdings in the Series’ portfolio, the Series’ Research Team, in consultation with the Advisor’s Fixed Income Group, led by Jack Bauer, constructs and monitors the bond portion of the portfolio. Recommendations for security purchases and sales must be approved by the Senior Research Group before implementation.

For the Series that invest primarily in bonds, the Series’ Research Team constructs and monitors the Series’ portfolios. The Research Team develops an interest rate overview and a credit approved list that is reviewed by the Senior Research Group.

The following people serve on the various Series’ Research Teams and the Advisor’s Senior Research Group, as noted:

Sidharth Abrol, CFA ® , Analyst

Joined the Advisor in 2002. Analyst since 2007. Member of the International Series Research Team since 2010. Previous positions held in last five years: Research Associate, 2006 – 2007; Analyst 2007 – 2011.

Christian A. Andreach, CFA ® , Co-Head of Global Equities, Senior Analyst/Managing Director of Consumer Group

Joined the Advisor in 1999. Senior Analyst since 1999. Managing Director and member of Senior Research Group since 2002. Member of the Real Estate Series Research Team since 2010. Co-Head of Global Equities since 2010. Member of Emerging Markets Series Research Team since 2011.

 

 

77


Table of Contents

Jack Bauer, Senior Fixed Income Analyst/Managing Director of Fixed Income

Joined the Advisor in 1990. Senior Analyst since 1990. Managing Director and member of Senior Research Group since 1992. Lead Member of Tax Exempt Series Research Teams since 1994. Lead member of Core Bond Series and Core Plus Bond Series Research Teams since 2004. Lead member of Global Fixed Income Series and High Yield Bond Series Research Teams since 1997 and 2002, respectively.

Jonathan S. Beigle, CFA ® , Junior Analyst

Joined the Advisor in 2004. Junior Analyst since 2010. Member of the Commodity Series Research Team. Previous position held in the last five years: Research Associate since 2006.

Marc Bushallow, CFA ® , Senior High Yield Analyst

Joined the Advisor in 2008. Senior High Yield Analyst since 2008. Previous positions held in the last five years: Associate Director, High Yield Research, 2007 – 2008; Manager, High Yield Research, 2006 – 2007; Associate, High Yield Research, 2006, Barclays Capital. Member of the Core Plus Bond Series and High Yield Bond Series Research Teams since 2008. Mr. Bushallow is responsible for the management of the high yield securities in these Series’ portfolios.

Ebrahim Busheri, CFA ® , Senior Analyst/Managing Director of Emerging Growth Group

Joined the Advisor in 2011. Senior Analyst since 2011. Managing Director and member of Senior Research Group since 2012. Previous positions held in the last five years: Consultant, Heritage Capital, 2007 – 2011; Director of Investments, W.P. Stewart & Co., 2004 – 2007.

Jeffrey S. Coons, Ph.D., CFA ® , President and Co-Director of Research

Joined the Advisor in 1993. Co-Director of Research since 2002. Member of Senior Research Group since 1993. President since 2010.

Eric L. Daniels, Senior Analyst

Joined the Advisor in 2003. Senior Analyst since 2003. Member of Life Sciences Series Research Team since 2003.

Muris Demirovic, Analyst

Joined the Advisor in 2005. Current position held since 2011. Member of Life Sciences Series Research Team since 2011. Previous positions held in the last five years: Research Associate, 2006 – 2008; Junior Analyst 2009 – 2011.

Jeffrey W. Donlon, CFA ® , Senior Analyst/Managing Director of Technology Group

Joined the Advisor in 1998. Senior Analyst since 1998. Managing Director and member of Senior Research Group since 2004. Member of Technology Series Research Team since 2003.

Brian P. Gambill, CFA ® , Senior Analyst/Managing Director of Capital Goods & Materials Group

Joined the Advisor in 1997. Senior Analyst since 1997. Managing Director and member of Senior Research Group since 2002. Member of Commodity Series Research Team.

R. Keith Harwood, Senior Corporate Analyst

Joined the Advisor in 1997. Senior Corporate Analyst since 1998. Member of the High Yield Bond Series Research Team since 2003. Member of Core Bond Series and Core Plus Bond Series Research Teams since 2004. Mr. Harwood is responsible for analysis of corporate fixed income securities used in the management of these Series.

Jeffrey A. Herrmann, CFA ® , Co-Head of Global Equities, Co-Director of Research /Managing Director of Themes and Overviews Group

Joined the Advisor in 1986. Co-Director of Research since 1992. Member of Senior Research Group since 1992. Co-Head of Global Equities since 2010. Member of Emerging Markets Series and Inflation Focus Equity Series Research Teams since 2011.

Michael A. Knolla, CFA ® , Analyst

Joined the Advisor in 2001. Analyst since 2006. Member of Inflation Focus Equity Series Research Team since 2011.

Brian W. Lester, CFA ® , Senior Analyst/Managing Director of Life Sciences Group

Joined the Advisor in 1998. Senior Analyst since 2001. Managing Director and member of Senior Research Group since 2009. Member of Life Sciences Series Research Team since 2002.

Jason P. Lisiak, CFA ® , Senior Analyst

Joined the Advisor in 1998. Senior Analyst since 2001. Member of Real Estate Series Research Team since 2009.

Michael J. Magiera, CFA ® , Senior Analyst/Managing Director of Real Estate Group

Joined the Advisor in 1988. Senior Analyst since 1999. Managing Director and member of Senior Research Group since 1992. Member of the Real Estate Series Team since 2009.

Jeffrey D. McCormack, CFA ® , Senior Analyst

Joined the Advisor in 2003. Senior Analyst since 2011. Member of Life Sciences Series Research Team since 2008. Previous position held in last five years: Analyst, 2005 – 2011.

John D. Mitchell, CFA ® , Senior Analyst

Joined the Advisor in 2001. Senior Analyst since 2011. Member of Financial Services Series Research Team since 2004. Previous position held in last five years: Analyst, 2004 – 2011.

William Moore, CFA ® , Junior Analyst

Joined the Advisor in 2002. Junior Analyst since 2007. Member of the Financial Services Series Research Team since 2008. Previous position held in last five years: Research Associate 2006 – 2007.

James Nawrocki, Senior Fixed Income Analyst

Joined the Advisor in 2004. Senior Fixed Income Analyst since 2004. Member of Tax Exempt Series, Global Fixed Income Series, Core Bond Series, and Core Plus Bond Series Research Teams since 2004. Mr. Nawrocki’s role is to evaluate investment opportunities across fixed income market sectors (e.g., corporate bonds versus pass-through securities, or general obligation bonds versus revenue bonds in the municipal bond market).

 

 

78


Table of Contents

Christopher F. Petrosino, CFA ® , Senior Analyst/Managing Director of Quantitative Strategies Group

Joined the Advisor in 2001. Senior Analyst since 2009. Managing Director and member of Senior Research Group since 2012. Previous position held in last five years: Analyst, 2007-2009.

Robert F. Pickels, CFA ® , Senior Analyst

Joined the Advisor in 2002. Senior Analyst since 2003. Member of Commodity Series Research Team.

Ben V. Rozin, Analyst

Joined the Advisor in 2005. Analyst since 2011. Member of International Series Research Team since 2009. Previous positions held in the last five years: Research Assistant, 2006; Research Associate, 2006 – 2009; Junior Analyst, 2009 – 2011.

Ajay M. Sadarangani, CFA ® , Senior Analyst

Joined the Advisor in 2001. Current position held since 2010. Member of Financial Services Series Research Team since 2010. Previous positions held in last five years: Junior Analyst, 2005 – 2007; Analyst, 2007 – 2010.

Tariq Siddiqi, CFA ® , Junior Analyst

Joined the Advisor in 2003. Junior Analyst since 2008. Member of Technology Series Research Team since 2010. Previous position held in last five years: Research Associate, 2006 – 2008.

Marc Tommasi, Head of Global Investment Strategy, Senior Analyst/Managing Director of Global Strategies Group

Joined the Advisor in 1986. Senior Analyst since 1988. Managing Director and member of Senior Research Group since 1992. Member of International Series and Global Fixed Income Series Research Teams since 1992 and 1997, respectively. Head of Global Investment Strategy since 2010. Member of Emerging Markets Series Research Team since 2011.

Virge J. Trotter, III, CFA ® , Senior Analyst/Managing Director of Services Group

Joined the Advisor in 1997. Senior Analyst since 1997. Managing Director and member of Senior Research Group since 2009. Member of Financial Services Series Research Team since 2004.

Jeffrey M. Tyburski, CFA ® , Senior Analyst

Joined the Advisor in 1999. Senior Analyst since 2002. Member of Inflation Focus Equity Series Research Team since 2011.

Jay Welles, CFA ® , Senior Analyst

Joined the Advisor in 2000. Senior Analyst since 2004. Member of Technology Series Research Team since 2004.

The Statement of Additional Information (SAI) contains additional information about the Series’ management team, including the structure of their compensation, their role in managing other accounts, and their ownership of securities in the Series.

 

Information About Discretionary Investment Accounts

The Advisor and its affiliates use these Series within discretionary investment accounts to attempt to capture investment opportunities in specific market or industry sectors and to provide diversification among asset classes (for example, international stocks or small company stocks) that could not otherwise be captured efficiently and with sufficient diversification. The Advisor and its affiliates invest discretionary investment accounts in a Series when it believes that the market sector to which it is dedicated presents an opportunity to capture investment values or to diversify investment risk.

The Advisor’s decisions on when to purchase shares of the Series for discretionary investment accounts are based on the following points:

 

1. The Advisor holds a strong overview for the sector, but it believes that purchasing individual securities in that sector would involve a high degree of risk.

 

2. The Advisor believes that the Series will provide the opportunity to invest in an undervalued segment of the financial markets and that this opportunity could not be efficiently captured without the use of the Series.

 

3. The Advisor believes that the Series will provide the ability to diversify risk in clients’ accounts through investing in a market sector or asset class (e.g., small capitalization stocks or international securities), and that this diversification could not be efficiently achieved without the use of the Series.

The portion of a client account invested in each Series may increase or decrease in size depending upon the number of opportunities identified by the Advisor for the client’s investment objectives. Once the Advisor decides an investment opportunity has been captured, shares of the Series may be sold from clients’ accounts. It is possible for more than one Series to be utilized at the same time, but each Series will be utilized based on an individual analysis of that sector and on the Advisor’s assessment of the appropriateness of Series participation to each client’s investment objectives.

As a general rule, the investment in shares of a Series (other than the Core Bond Series, Core Plus Bond Series, and Tax Exempt Series) on behalf of clients is limited to a maximum of 5% — or, if the Advisor believes that the opportunity to capture investment values or to diversify risk among asset classes is particularly compelling, to a maximum of 10% — of the client’s portfolio. Because these Series will take the place of a portion of an account’s bond holdings, these limits do not apply to the Core Bond Series, Core Plus Bond Series, and Tax Exempt Series.

From time to time, these discretionary accounts may hold a substantial portion of the outstanding shares of the Series, and

 

 

79


Table of Contents

transactions in shares of the Series for such accounts may have an impact upon the size and operations of the Series. For instance, transactions in shares of the Series for these accounts may cause the Series’ portfolio turnover rate and transaction costs to rise, which may negatively affect fund performance and increase the likelihood of capital gain distributions. In addition, the Series’ assets may be significantly less during times when these discretionary accounts are not invested in the Series, which would cause the Series’ remaining shareholders to bear greater portions of the Series’ fixed operating expenses, subject to any fee waiver then in effect.

Fund shares may also be used in connection with a discretionary account management service that uses Fund shares as the principal underlying investment medium.

Management Fees

In return for services it provides to each Series, the Advisor receives an annual management fee, which is computed daily and payable monthly by each Series as described below. The Advisor has contractually agreed to limit total direct annual fund operating expenses of the Technology Series, International Series, High Yield Bond Series, Financial Services Series, Core Bond Series, Core Plus Bond Series, Real Estate Series, Tax Exempt Series, Emerging Markets Series and Inflation Focus Equity Series as shown below. Except for the Emerging Markets Series, Inflation Focus Equity Series, and International Series, these contractual waivers will remain in effect at least until at least April 30, 2012 and may be extended. The contractual waivers for the Emerging Markets Series and Inflation Focus Equity Series will remain in effect at least until May 11, 2012 and may be extended. The contractual waiver for the International Series will remain in effect until December 31, 2012 and may be extended.

 

ANNUAL MANAGEMENT FEE

(AS A PERCENTAGE OF AVERAGE ANNUAL DAILY NET ASSETS)

Series    Contractual
Management
Fee
   Contractual
Expense
Limitation
  Actual
Management
Fee Paid for
Year Ended
12/31/
10 1
Small Cap Series    1.00%    n/a   1.00%
Commodity Series 2    1.00%    n/a   n/a
Technology Series    1.00%    1.20%   1.00%
International Series — Class S    0.75%    0.85% 3   1.00% 4
International Series — Class I    0.75%    0.85%   1.00% 4
Series    Contractual
Management
Fee
   Contractual
Expense
Limitation
   Actual
Management
Fee Paid for
Year Ended
12/31/
10 1
Life Sciences Series    1.00%    n/a    1.00%
World Opportunities Series    1.00%    n/a    1.00%
High Yield Bond Series    1.00%    1.20%    1.00%
Global Fixed Income Series 2    1.00%    n/a    n/a
Financial Services Series    1.00%    1.20%    1.00%
Core Bond Series    0.60%    0.80%    0.60%
Core Plus Bond Series    0.70%    0.90%    0.70%
Real Estate Series    1.00%    1.20%    0. 99%
Diversified Tax Exempt Series    0.50%    0.85%    0.50%
New York Tax Exempt Series    0.50%    0.85%    0.50%
Ohio Tax Exempt Series    0.50%    0.85%    0.50%
Emerging Markets Series 2    1.00%    1.20%    n/a
Inflation Focus Equity Series 2    1.00%    1.20%    n/a

1 Reflects the actual amount paid, including the effects of fee waivers and expense reimbursements.

2 The Commodity Series, Global Fixed Income Series, Emerging Markets Series, and Inflation Focus Equity Series were not active as of December 31, 2010.

3 The contractual expense limitation of the Class S shares of the International Series is exclusive of the class’s shareholder services fee.

4 Prior to December 31, 2011, the Advisor received an annual management fee (as a percentage of average daily net assets) of 1.00% of the International Series.

Except for the Emerging Markets Series and the Inflation Focus Equity Series, a discussion regarding the basis for the Board of Directors’ approval of the Series’ investment advisory agreements is available in the Series’ annual reports dated December 31, 2010, which cover the period January 1, 2010 through December 31, 2010. A discussion regarding the basis for the Board of Directors’ approval of the Emerging Markets Series’ and Inflation Focus Equity Series’ investment advisory agreement will be available in the first report to shareholders following the inception of each Series’ operations.

 

 

80


Table of Contents

Clients for whom the Advisor provides advisory services pursuant to separate investment advisory contracts will be separately credited by the Advisor an amount equal to the portion of their client advisory fee attributable to the portion of their assets invested in the Series.

The Advisor may use its own resources to engage in activities that may promote the sale of the Series’ shares, including payments, or other forms of incentives such as discounted fees for products or services of affiliates, to third parties who provide services such as shareholder servicing, marketing support, and distribution assistance to the Series. These fees or other incentives are in addition to any distribution or Shareholder Services Fee (as defined below) payable under a Rule 12b-1 or shareholder service plan of the Fund. The level of payments made to financial intermediaries may be a fixed fee or based upon one or more of the following factors: gross sales, current assets and/or number of accounts of the Series attributable to the financial intermediary, the particular type of Series, or other measures as agreed to in writing by the Advisor, the Distributor and/or their affiliates and the financial intermediaries or any combination thereof. The amount of these payments is determined at the discretion of the Advisor, the Distributor and/or their affiliates from time to time and may be different for different financial intermediaries based on, for example, the nature of the services provided by the financial intermediary. The Advisor may also, from its own resources, defray or absorb costs relating to distribution, including compensation of employees who are involved in distribution. These payments or discounts may be substantial but are paid or discounted by the Advisor or its affiliates, not by the Series or their shareholders. Such payments may provide an incentive for the financial intermediary to make shares of the Series available to its customers and may allow the Series greater access to the financial intermediary’s customers, and may create a conflict of interest by influencing the financial intermediary to recommend the Series over another investment.

The Distributor

The distributor of the Series’ shares is Manning & Napier Investor Services, Inc. Shares are offered to discretionary investment clients of the Advisor and to investors who purchase shares directly from the distributor or through certain financial intermediaries. Shares of the Series covered by this prospectus are not subject to any distribution fees.

Your financial intermediary may impose different or additional conditions than the Series on purchases, redemptions and exchanges of shares. These differences may include initial, subsequent and maintenance investment requirements, exchange policies, and trading restrictions. Your financial intermediary may independently establish and charge you transaction fees, account fees and other fees in addition to the fees charged by the Series. These additional fees may vary over time and would increase the cost of your investment and lower

investment returns. You should consult your financial intermediary directly for information regarding these conditions and fees. The Series are not responsible for the failure of your financial intermediary to carry out its responsibilities.

Information About Class S and I Shares

The International Series offers two share classes, Class S and Class I. Class I shares are offered to institutions, such as investment companies, foundations, endowments, banks, trusts and corporate capital and cash management accounts, individual investors, large employee benefit plans and certain financial intermediaries. Shares are available for direct investment from the Distributor or through certain financial intermediaries, such as financial planners, investment advisors, broker-dealers or other financial institutions. An investor may be eligible to purchase more than one share class of the Series; however, you may only purchase that class of shares which your financial intermediary sells or services. Your financial intermediary can tell you which class of shares is available through the intermediary.

The Fund reserves the right to determine which potential investors qualify as eligible investors for Class I shares. Shares held by a non-eligible investor are subject to involuntary redemption by the Fund. If your account no longer meets the minimum balance requirement for Class I shares, the Fund may automatically redeem your shares or convert the shares in the account to another share class, as appropriate.

Shareholder Services Fees

Class S shares of the International Series are subject to a shareholder services fee (the “Shareholder Services Fee”), in the amount of 0.25% of the Class’s average daily net assets, in accordance with a shareholder services plan adopted by the Fund’s Board of Directors. The Shareholder Services Fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services to holders of Class S shares of the Series. The Shareholder Services Fee paid to a particular financial intermediary is calculated at the annual rate set forth above and is based on the average daily NAV of the Class S shares owned by the shareholders holding shares through such financial intermediary.

How to Buy, Exchange, and Redeem Shares

Actions by Authorized Representatives

Shareholders who establish an account directly with the Fund through a financial intermediary have authorized the registered representative indicated on the account application or subsequent documentation to perform transactions in the Series’ shares and certain account maintenances on behalf of the shareholders.

 

 

81


Table of Contents

Discretionary Investment Clients

For discretionary investment clients of the Advisor or its affiliates, investment decisions pertaining to purchases and sales of fund shares are made at the Advisor’s discretion pursuant to authorization received from clients.

All orders to purchase and redeem shares on behalf of discretionary investment account clients of the Advisor and its affiliates will be processed at the NAV next determined after receipt by the transfer agent of a duly completed purchase or redemption order transmitted by the Advisor to the transfer agent. Other than for the Class I shares of the International Series, there is no minimum initial investment for discretionary investment account clients. Currently, the minimum initial investment for Class I shares of the International Series for discretionary investment clients is $1,000,000.

Discretionary investment account clients wishing to rescind or modify their authorization for the Advisor to invest in the Fund on their behalf must send a letter of instructions to the Advisor signed by all the registered owners of the account.

The instructions provided below apply to all other investors.

How to Buy Shares

Shareholders holding shares through a financial intermediary should contact their intermediary to learn how to place orders to buy shares. Shareholders holding shares directly with the Fund may purchase shares directly from the Fund, as described below.

The initial minimum investment for Class I shares of the International Series is $1,000,000. This minimum is waived for certain qualified retirement plans that are not discretionary investment clients of the Advisor or its affiliates.

Class S shares of the International Series and shares of the other Series are offered to individual and institutional investors with a minimum initial investment of $2,000. For employees of the Advisor or its affiliates, the minimum initial investment is $250. These minimums are waived for certain qualified retirement plans and participants in an automatic investment program.

The Fund reserves the right to change or waive the Series’ investment minimums in its sole discretion. The Fund also reserves the right to reject purchase orders or to stop offering its shares without notice to shareholders. The Fund does not generally accept investments by non-U.S. persons. Non-U.S. persons may be permitted to invest in the Fund under certain limited circumstances.

Check Acceptance Policy

The Fund reserves the right to reject certain forms of payment for share purchases. The Fund maintains a check acceptance policy for share purchases. Investments that are received in an

unacceptable form will be returned. Checks must be made payable to the Manning & Napier Fund, Inc. and must be in U.S. dollars. The Fund will not accept cash, third party checks, starter checks, travelers checks, credit card checks or money orders.

The Fund will not accept a P.O. Box as a primary address. A physical address must be used. A P.O. Box may be used as a mailing address only. Shareholder information is subject to independent identity verification and may be shared, as permitted by law and the Fund’s Privacy Policy, for identifying and reporting suspected money laundering and terrorist activity. Please review your account application for additional information.

By Mail

Opening an account

   

Send a check payable to Manning & Napier Fund, Inc. with the completed original account application.

 

       The address is:
       Manning & Napier Fund, Inc.
       P.O. Box 9845
       Providence, RI 02940-8045

 

   

To request an account application, call the Fund at 1-800-466-3863.

Adding to an account

   

Send a check payable to Manning & Napier Fund, Inc. and a letter of instruction with the name of the Series to be purchased and the account name and number to the above address.

By Wire

Opening or adding to an account

   

After the Fund has received your completed account application, you may wire funds to open or add shares to your account. Before sending a wire, call 1-800-466-3863 for wire instructions.

By Telephone

Adding to an Account

   

You may use the Telephone Purchase feature to add to an existing account. To use this service, call 1-800-466-3863 to request a debit from your pre-authorized checking account. Your bank must be a member of the Automated Clearing House (ACH) to use this feature. Any purchases made through this feature will be posted to your account at the NAV calculated on the next business day after your call that both the NYSE and banks are open.

Through the Internet

Adding to an Account

   

If you are a registered user of the Fund’s website, you may use the Internet to add to an existing account by requesting a debit from your bank account. To use this

 

 

82


Table of Contents
   

service, go to www.manning-napier.com, click on the “login” button in the top right hand corner of the screen, and follow the prompts. Any purchases made through this feature will be posted to your account at the NAV calculated on the next business day after your order that both the NYSE and banks are open.

Automatic Investment Plan

You may participate in the Automatic Investment Plan by completing the applicable section of the account application or by contacting the Fund. Through the plan, you can authorize transfers of a specified amount from your bank account into a Series on a regular basis. The minimum amount of each investment is $25. If you have insufficient funds in your account to complete a transfer, your bank may charge you a fee.

How to Exchange Shares

Subject to the conditions discussed in the “Excessive Trading” section below, shareholders may exchange shares of a Series for a class of shares of any other Series of the Fund currently available for investment if the registration of both accounts is identical and the exchange order and shareholder meet the minimum investment and other requirements for the Series and class into which they are exchanging. Please read the prospectus of the Series into which you wish to exchange prior to requesting the exchange. The Fund may alter, limit or suspend its exchange privilege on 60 days’ notice.

The Fund’s exchange privilege is not intended as a vehicle for short-term or excessive trading. The Fund may suspend or terminate your exchange privilege if you engage in a pattern of exchanges that is excessive, as determined in the sole discretion of the Fund. For more information about the Fund’s policy on excessive trading, see “Excessive Trading.”

An exchange involves a redemption of shares surrendered in the exchange, and therefore it may cause the shareholder to realize a gain that may be subject to income tax.

Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place exchange orders. Shareholders holding shares directly with the Fund may place exchange orders directly with the Fund, as described below.

By Mail

   

Send a letter of instruction to Manning & Napier Fund, Inc., at the address on page 82, signed by each registered account owner, exactly as your names appear on the account registration.

 

   

Provide the name of the current Series, the Series to exchange into, and the dollar amount to be exchanged.

 

   

Provide both account numbers.

By Telephone

   

Unless you have declined telephone privileges, call the Fund at 1-800-466-3863.

 

   

Provide the name of the current Series, the Series to exchange into, and the dollar amount to be exchanged.

 

   

Provide both account numbers.

 

   

We may ask for identification, and all telephone transactions are recorded.

Through the Internet

   

If you are a registered user of the Fund’s website, you may use the Internet to exchange shares between Series. To use this service, go to www.manning-napier.com, click on the “login” button in the top right hand corner of the screen, and follow the prompts. Any exchanges made through this feature prior to the close of trading on the NYSE on a business day will be posted to your account at the NAV calculated on that day.

How to Redeem Shares

The Fund may postpone payment of redemption proceeds for up to seven days, or suspend redemptions to the extent permitted by law. If you recently purchased your shares by check, redemption proceeds may not be available until your check has cleared (which may take up to 10 days from your date of purchase). Likewise, certain types of account maintenance, such as address changes, result in a thirty calendar day hold on your account during which any redemption requests must include a Medallion Guarantee.

Shareholders holding shares through a financial intermediary should contact their financial intermediary to learn how to place redemption orders. Shareholders holding shares directly with the Fund may place redemption orders directly with the Fund, as described below.

By Mail

   

Send a letter of instruction to Manning & Napier Fund, Inc., at the address on page 82, signed by each registered account owner, exactly as your names appear in the account registration.

 

   

State the name of the Series and the number of shares or dollar amount to be sold.

 

   

Provide the account number.

 

   

Medallion Guarantees may be required.

 

   

Additional documentation may be required (call the Fund for details).

By Telephone

   

Unless you have declined telephone privileges, call us at 1-800-466-3863.

 

 

83


Table of Contents
   

Provide the name of the Series in which you wish to sell shares and the dollar amount to be redeemed.

 

   

Provide your account number.

 

   

We may ask for identification, and all telephone calls are recorded.

 

   

Redemption proceeds from sales requested by telephone will be sent only to the address of record or a bank account that is already on file with us.

 

   

Amounts over $100,000 may only be sent to a pre-designated bank account.

Through the Internet

   

If you are a registered user of the Fund’s website, you may use the Internet to redeem shares from your account. To use this service, go to www.manning-napier.com, click on the “login” button in the top right hand corner of the screen, and follow the prompts. Proceeds from redemptions requested over the Internet will be sent only to your address of record or a bank account that is already on file with us. Any redemptions made through this feature prior to the close of trading on the NYSE on a business day will be posted to your account at the NAV calculated on that day.

Investment and Account Information

More about Purchases, Exchanges, and Redemptions

All orders to purchase, exchange, or redeem shares must be sent to the transfer agent at the address on page 82 or to an authorized financial intermediary. With the exception of purchase orders via telephone or the Internet, transaction requests received in good order (i.e., with all required information, signatures and documentation) before the close of regular trading on the NYSE on a business day will be executed at that day’s share price. Purchase orders via telephone or the Internet will be posted to your account at the NAV calculated on the next business day after your order that both the NYSE and banks are open. The close of regular trading is typically 4:00 p.m. Eastern time, although it may be earlier. The Fund is open for business each day the NYSE is open. All orders must include the required documentation and signatures, and all purchase orders must be accompanied by proper payment.

The Fund has authorized a number of financial intermediaries to accept purchase and redemption orders on its behalf, and those intermediaries are authorized to designate other intermediaries to accept purchase and redemption orders on the Fund’s behalf. Orders placed with an authorized financial intermediary will be processed at the share price of the Series next computed after they are received in good order by the financial intermediary or its designee, provided that such orders are transmitted to the Fund’s transfer agent in accordance with the Fund’s procedures

and applicable law. Accordingly, for you to receive the current business day’s share price, your order must be received by an authorized financial intermediary in good order before the close of regular trading on the NYSE.

The Series’ distributor imposes no sales charge on purchases and redemptions of shares of the Series. However, your financial intermediary may charge you a transaction fee on purchases and redemptions.

Excessive Trading

The Series are intended for long-term investment purposes only. Do not invest in the Fund if you are a market timer. The Fund’s Board of Directors has adopted policies and procedures designed to detect and deter “market timing” or other types of excessive short-term trading by shareholders. Excessive trading into and out of a Series may present risks to the Series’ long-term shareholders, all of which could adversely affect shareholder returns. The risks posed by frequent trading include interfering with the efficient implementation of the Series’ investment strategies, triggering the recognition of taxable gains and losses on the sale of the Series’ investments, requiring the Series to maintain higher cash balances to meet redemption requests, and experiencing increased transaction costs. In addition, the Fund may, in its sole discretion, reject or limit purchase orders (including purchases by exchange) by an investor or group of investors for any reason without prior notice, including when it believes in its sole discretion that the trading activity in the account(s) would be detrimental to a Series. For purposes of applying these policies, the Fund and its service providers may consider the trading history of accounts under common ownership or control.

Shareholders may make up to 2 “round trips” during any 90 day period. A “round trip” is defined as a purchase or exchange into a Series followed by a redemption or exchange out of the same Series. After the second “round trip”, the Fund may block for a period of 90 days additional purchases and exchange purchases into the Fund from your account or any account with the same tax identification number or broker identification number.

The following types of transactions will be exempted from these procedures:

 

   

Transactions under certain monetary thresholds that have been determined by the Fund, in its sole discretion, not to be harmful or disruptive to the Series

 

   

Systematic withdrawals

 

   

Automatic investments (including investments made by payroll deduction)

 

   

Mandatory distributions from IRAs and retirement plans

 

   

IRA transfers and rollovers

 

 

84


Table of Contents
   

Roth IRA conversions and recharacterizations

 

   

Reinvestments of dividends and capital gains

The Fund’s ability to monitor trades that are placed by individual shareholders of omnibus accounts, which are accounts maintained by financial intermediaries on behalf of multiple beneficial shareholders, is limited to the extent that the Fund does not have direct access to the underlying shareholder account information. However, the Fund and/or its service providers monitor aggregate trades placed in omnibus accounts and seek to work with financial intermediaries to discourage shareholders from engaging in market timing and to restrict excessive trading. The Fund and/or its service providers have entered into agreements with such financial intermediaries that require the financial intermediaries to provide the Fund and/or its service providers with certain shareholder transaction information to enable the Fund and/or its service providers to review the trading activity in the omnibus accounts. If excessive trading is identified in an omnibus account, the Fund will work with the financial intermediary to restrict trading by the shareholder and may require the financial intermediary to prohibit the shareholder from future purchases or exchanges into the Series. Transactions placed by shareholders through financial intermediaries in violation of the Fund’s excessive trading policy may be cancelled or the shares purchased may be redeemed by the Fund.

The Fund may also defer to a financial intermediary’s frequent trading policies with respect to those shareholders who invest in a Series through such intermediary. The Fund will defer to an intermediary’s policies only after the Fund determines that the intermediary’s frequent trading policies adequately protect Series shareholders. Transactions by Series shareholders investing through such intermediaries will be subject to the restrictions of the intermediary’s frequent trading policies, which may differ from those of the Fund. Shareholders who invest through financial intermediaries should consult with their intermediaries to determine the frequent trading restrictions that apply to their Series transactions.

The Fund and its service providers will take steps reasonably designed to detect and deter frequent trading by shareholders pursuant to the Fund’s policies and procedures described in this prospectus and approved by the Fund’s Board of Directors. Despite these efforts, however, the Fund and its service providers may not be able to detect or prevent all instances of short-term trading in the Series, and, as a result, frequent trading could adversely affect a Series and its long-term shareholders as discussed above. For example, certain investors who engage in market timing and other short-term trading activities may employ a variety of techniques to avoid detection. Further, the detection of frequent trading patterns and the blocking of further trading are inherently subjective and therefore involve some selectivity in their application. The Fund and its service providers, however,

seek to apply these policies to the best of their abilities uniformly and in a manner they believe is consistent with the interests of the Series’ long-term shareholders.

The Fund may amend these policies and procedures in response to changing regulatory requirements or to enhance their effectiveness.

Telephone and Internet Transactions

When you (or your representative) place a purchase, exchange, or redemption order by telephone or through the Internet, we may record the telephone call, request identifying information, or take other steps designed to prevent fraudulent orders. We are not responsible for any losses that may occur as long as we follow procedures reasonably designed to ensure that an order appears genuine. Interruptions in service may mean that a shareholder will be unable to effect a telephone or Internet order when desired. For transactions conducted over the Internet, we recommend the use of a secure Internet browser. In addition, you should verify the accuracy of your confirmation statements immediately after you receive them.

Accounts with Low Balances

Class I Shares of the International Series

Discretionary Investment Clients — If your investment in the Series falls below $1,000,000 due to the redemption of shares, the Advisor may notify you that your investment has fallen below the minimum. If your investment is still below $1,000,000 after 30 days, the Fund may automatically convert the shares to another share class, if appropriate, and that share class may have higher expenses.

Other Shareholders — If your investment in the Series falls below $1,000,000 due to the redemption of shares, the Fund may ask you to bring your investment up to the minimum requirement. If your account is still below $1,000,000 after 60 days, the Fund may redeem your shares and send you the redemption proceeds, or, if shares are held directly with the Fund, automatically convert your shares to another share class, as appropriate, and that share class may have higher expenses.

Class S Shares of the International Series and Shares of the other Series

Discretionary Investment Clients — The Fund does not impose a minimum balance requirement for discretionary investment clients invested in the Class S shares of the International Series and shares of the other Series.

Other Shareholders — If your investment in a Series falls below $1,000 due to the redemption of shares, the Fund may ask you to bring your investment up to the minimum requirement. If your investment is still below $1,000 after 60 days, the Fund may redeem your shares and send you the redemption proceeds.

 

 

85


Table of Contents

In-Kind Purchases and Redemptions

Securities you own may be used to purchase shares of the Series. The Advisor will determine if acquiring the securities is consistent with the Series’ goals and policies. If accepted, the securities will be valued the same way the Series values securities it already owns.

The Fund may make payment for shares redeemed in part by giving you portfolio securities. As a redeeming shareholder, you will pay transaction costs to dispose of these securities.

Medallion Guarantees

A Medallion Guarantee will be required for a written request to sell shares if the proceeds are to be sent to an address other than the address of record or to a bank account that is not already on file with us. A Medallion Guarantee will also be required to change the account registration, for written redemption requests for amounts over $100,000, or for certain other requests.

A Medallion Guarantee is a type of signature guarantee that can be obtained from most brokers, banks, savings institutions or credit unions. A Medallion Guarantee is a formal certification offered by firms participating in the Medallion Stamp Program that guarantees a signature is original and authentic. Please note that we cannot accept notarization by a notary public.

Valuation of Shares

The Series offer their shares at the NAV per share of the Series. Each Series calculates its NAV once daily as of the close of regular trading on the NYSE (generally 4:00 p.m. Eastern time) on each day the exchange is open. If the exchange closes early, the Series will accelerate the calculation of their NAVs and transaction deadlines to that time.

The Series generally value the securities in their portfolios on the basis of market quotations and valuations provided by independent pricing services. If market prices are not readily available or the Advisor reasonably believes that they are unreliable, such as in the case of a security value that has been materially affected by events occurring after the close of the relevant market, the Series will price those securities at fair value as determined in good faith using methods approved by the Board of Directors. In determining fair value prices of non-U.S. securities, the Series may consider the performance of securities on their primary exchanges, factors influencing specific foreign markets or issuers, foreign currency appreciation/depreciation, securities market movements in the U.S., or other relevant information as related to the securities. The Series’ determination of a security’s fair value price often involves the consideration of a number of subjective factors, and is therefore subject to the unavoidable risk that the value that a Series assigns to a security may be higher or lower than the security’s value would be if a reliable market quotation for the security was readily available.

Although the Series’ U.S. stock holdings are traded primarily on U.S. exchanges, there may be limited circumstances in which a Series would price these securities at fair value — for example, if the exchange on which a portfolio security is principally traded closed early or if trading in a particular security was halted during the day and did not resume prior to the time the Series calculated its NAV.

When valuing fixed income securities with remaining maturities of more than 60 days, the Series use the value of the security provided by pricing services. The values provided by a pricing service may be based upon market quotations for the same security, securities expected to trade in a similar manner or a pricing matrix. When valuing fixed income securities with remaining maturities of 60 days or less, the Series use the security’s amortized cost. Amortized cost and the use of a pricing matrix in valuing fixed income securities are forms of fair value pricing.

International securities markets may be open on days when the U.S. markets are closed. In such cases, the value of any international securities owned by the Series may be significantly affected on days when investors cannot buy or sell shares. In addition, due to the difference in times between the close of the international markets and the time the Series price their shares, the value a Series assigns to securities may not be the same as the quoted or published prices of those securities on their primary markets or exchanges.

Communicating with the Manning & Napier Fund

By Phone: You can reach us at 1-800-466-3863 business days from 8:00 a.m. to 6:00 p.m. Eastern time. Telephone calls may be recorded.

By Mail:

Manning & Napier Fund, Inc.

P.O. Box 9845

Providence, RI 02940-8045

By Overnight Mail:

Manning & Napier Fund

4400 Computer Drive

Westborough, MA 01584

Automated account information: You can also obtain automated account information, such as share prices and account balances, 24 hours a day, 7 days a week, by calling 1-800-466-3863 or by logging onto your account at www.manning-napier.com.

Disclosure of the Series’ Portfolio Holdings

The Series disclose their complete portfolio holdings in each Annual and Semi-Annual Report and, following the first and third fiscal quarters, in a quarterly holdings report filed with the Securities and Exchange Commission (SEC) on Form N-Q.

 

 

86


Table of Contents

Annual and Semi-Annual Reports are distributed to Series shareholders and the most recent Reports are available on the Fund’s website at www.manning-napier.com. Quarterly holdings reports filed with the SEC are not distributed to Series shareholders, but are available, free of charge, on the EDGAR Database on the SEC’s website, www.sec.gov. In addition, the Series’ month-end and quarter-end complete portfolio holdings are available on the Fund’s website. This information is provided with a lag of at least eight days. Portfolio holdings information will be available on the website at least until it is superseded by a quarterly portfolio holdings report distributed to shareholders (with respect to Annual and Semi-Annual Reports) or filed with the SEC (with respect to a Form N-Q). A Series may also disclose certain commentary and analytical, statistical, performance or similar information relating to the Series or its portfolio holdings if such disclosure is deemed to be for a legitimate business purpose and the information is deemed to be non-material. A description of the Fund’s policy and procedures with respect to the circumstances under which the Fund discloses its portfolio securities is available in the SAI.

Dividends, Distributions, and Taxes

Dividends and Distributions

With the exception of the Tax Exempt Series, the Series generally pay dividends once a year, in December. The Tax Exempt Series generally pay dividends four times a year, in March, June, September, and December. All the Series make capital gains distributions, if any, once a year, typically in December.

Each Series may pay additional distributions and dividends at other times if necessary for the Series to avoid a federal tax.

Unless you have instructed the Fund otherwise, capital gain distributions and dividends are reinvested in additional shares of the same Series and Class that you hold. Alternatively, you can instruct the Fund in writing or by telephone to have your capital gains and/or dividends paid in cash. You can change your choice at any time to be effective as of the next distribution or dividend, except that any change given to the transfer agent after the record date will not be effective until the next distribution or dividend is made. Regardless of your election, all capital gain distributions and dividends less than $10 will be reinvested. No interest will accrue on amounts represented by uncashed distribution or redemption checks.

Taxes

Dividends are paid from income earned on the Series’ portfolio holdings as well as from interest on their cash investments. Distributions of capital gain will be treated as long-term or short-term gain depending on how long the Series held the securities sold, without regard to how long you have owned your shares of the Series. Dividends and distributions are taxable whether

received in cash or reinvested. If you are investing through a tax-deferred arrangement, such as a 401(k) plan or other retirement account, you generally will not be subject to federal taxation on Series distributions; however, distributions from tax-deferred arrangements are generally subject to federal taxation.

 

TRANSACTION    FEDERAL TAX STATUS
Redemption or exchange of shares    Usually taxable as capital gain or loss; long-term only if shares owned more than one year
Long-term capital gain distributions    Taxable as long-term capital gain
Short-term capital gain distributions    Generally taxable as ordinary income
Dividends    Taxable as ordinary income unless they qualify for treatment as qualified dividend income
Tax Exempt Dividends    Exempt from federal income tax

For taxable years beginning on or before December 31, 2012, distributions of investment income designated by the Series as derived from qualified dividend income may qualify to be taxed at the lower rate applicable to long-term capital gains. This rate is currently 15% (lower rates apply to individuals in lower tax brackets). Qualified dividend income is, in general, dividend income from taxable domestic corporations and certain foreign corporations. Distributions that a Series receives from REITs, if any, generally will not be treated as qualified dividend income.

If a Series’ distributions exceed its taxable income and capital gains realized during a taxable year, all or a portion of the distributions made in the taxable year may be recharacterized as a return of capital to shareholders. A return of capital distribution will not be taxable to the extent of a shareholder’s adjusted basis but will reduce such basis and result in a higher capital gain or lower capital loss when those shares on which the distribution was received are sold. To the extent a return of capital distribution exceeds a shareholder’s adjusted basis, the distribution will be treated as gain from the sale of shares.

If you are a taxable investor, you may want to avoid buying shares when the Series is about to declare a capital gain distribution or a dividend, because it will be taxable to you even though it may actually be a return of a portion of your investment.

Recent legislation effective beginning in 2013 provides that U.S. individuals with income exceeding $200,000 ($250,000 if married and filing jointly) will be subject to a new 3.8% Medicare

 

 

87


Table of Contents

contribution tax on their “net investment income,” including interest, dividends, and capital gains (including capital gains realized on the sale or exchange of shares). Exempt-interest dividends do not constitute “net investment income” for this purpose.

Dividends and interest received by a Series may be subject to income, withholding or other taxes imposed by foreign countries and United States possessions that would reduce the yield on a Series’ securities. Tax conventions between certain countries and the United States may reduce or eliminate these taxes. Foreign countries generally do not impose taxes on capital gains with respect to investments by foreign investors. If more than 50% of the value of a Series’ total assets at the close of its taxable year consists of stock or securities of foreign corporations, the Series will be eligible to, and may, file an election with the Internal Revenue Service that will enable shareholders, in effect, to receive the benefit of the foreign tax credit with respect to any foreign and United States possessions income taxes paid by the Series. Pursuant to the election, a Series will treat those taxes as dividends paid to its shareholders. Each shareholder will be required to include a proportionate share of those taxes in gross income as income received from a foreign source and must treat the amount so included as if the shareholder had paid the foreign tax directly. The shareholder may then either deduct the taxes deemed paid by him or her in computing his or her taxable income or, alternatively, use the foregoing information in calculating the foreign tax credit (subject to significant limitations) against the shareholder’s federal income tax. If a Series makes the election, it will report annually to its shareholders the respective amounts per share of the Series’ income from sources within, and taxes paid to, foreign countries and United States possessions.

When you sell your shares in a Series, or exchange them for shares of a different fund, you will generally realize a taxable capital gain or loss for federal and state income tax purposes. For tax purposes, an exchange of your shares for shares of another Series is treated the same as a sale. An exchange between classes is not reported as a taxable sale. If you have owned your shares of a Series for more than one year, any net long-term capital gains will qualify for the reduced rates of federal income taxation on long-term capital gains. In calculating your gain or loss on any sale of shares, note that your tax basis in your shares is increased by the amounts of dividends and distributions that you have reinvested in the Series.

REITs in which a Series invests often do not provide complete and final tax information to the Series until after the time that the Series issues the tax reporting statement. As a result, the Series may at times find it necessary to reclassify the amount and character of its distributions to you after it issues your tax reporting statement. When such reclassification is necessary, the Series will send you a corrected, final Form 1099-DIV to reflect

the reclassified information. If you receive a corrected Form 1099-DIV, use the information on this corrected form, and not the information on the previously issued tax reporting statement, in completing your tax returns.

Beginning with the 2012 calendar year, the Fund will be required to report to you and the IRS annually on Form 1099-B not only the gross proceeds of Series shares you sell or redeem but also their cost basis for shares purchased or acquired on or after January 1, 2012. Cost basis will be calculated using the Fund’s default method of average cost, unless you instruct the Fund to use a different calculation method. Shareholders should carefully review the cost basis information provided by the Fund and make any additional basis, holding period or other adjustments that are required when reporting these amounts on their federal income tax returns. If your account is held through a financial intermediary (such as a financial advisor or broker), please contact the financial intermediary with respect to reporting of cost basis and available elections for your account. Tax-advantaged retirement accounts will not be affected.

If you do not provide the Series with your correct taxpayer identification number and any required certifications, you may be subject to backup withholding of 28% of your distributions, dividends, and redemption proceeds.

Information Specific to the Tax Exempt Series

The Tax Exempt Series intend to pay tax exempt interest dividends quarterly. Exempt interest dividends are exempt from regular federal income tax, but they may have other tax consequences, including the federal alternative minimum tax (AMT). The Series may also make distributions that are taxable to you as ordinary income or capital gains. This is the case whether you reinvest your distributions in additional shares of a Series or receive them in cash. Exempt interest dividends are taken into account when determining the taxable portion of your Social Security or railroad retirement benefits. Because of these tax exemptions, a tax exempt fund may not be a suitable investment for retirement plans or other tax-exempt investors. In addition, the New York Tax Exempt Series and Ohio Tax Exempt Series may invest a portion of their assets in securities that generate income that is not exempt from New York State income tax and Ohio State income tax, respectively.

Diversified Tax Exempt Series — Distributions of the Diversified Tax Exempt Series are primarily exempt from regular federal income tax. Distributions from interest earned on the municipal securities of a particular state are also generally exempt from state income tax for residents of that state. The Series will report annually the percentage of interest income received during the preceding year on tax exempt obligations, and on a state-by-state basis, the source of that income. The Series does not expect that any of its distributions will be qualified dividends subject to reduced rates of tax to individuals.

 

 

88


Table of Contents

New York Tax Exempt Series — The Series’ distributions are primarily exempt from regular federal, New York State and New York City income taxes for residents of New York. The Series does not expect that any of its distributions will be qualified dividends subject to reduced rates of tax to individuals.

Ohio Tax Exempt Series — The Series’ distributions are primarily exempt from regular federal, Ohio State income tax, Ohio school district income taxes, and Ohio municipal income taxes for individuals who reside in Ohio. Distributions of capital gains from the Series are exempt from Ohio State income tax, Ohio school district income taxes, and Ohio municipal income taxes to the extent that they are due to profit made on the sale, exchange, or other disposition by the Series of Ohio State securities. The Series does not expect that any of its distributions will be qualified dividends subject to reduced rates of tax to individuals.

This discussion is for general information only and is not tax advice. You should consult your own tax advisor regarding your particular circumstances, and about any federal, state, local and foreign tax consequences before making an investment in the Fund. Additional information about the tax consequences of investing in the Fund may be found in the SAI.

 

 

89


Table of Contents

Financial Highlights

The financial highlights tables are intended to help you understand the Series’ financial performance for the past five years or, if shorter, the period of the Series’ operations. Certain information reflects financial results for a single share. The total returns in the table represent the rate that an investor would have earned, or lost, on an investment in the Series (assuming reinvestment of all dividends and distributions). The information for the years ended December 30, 2010 and prior has been audited by PricewaterhouseCoopers LLP, whose reports, along with the Series’ financial statements, are included in the annual reports, which are available upon request.

For the International Series Class S, the information for the six months ended June 30, 2011 has been derived from the Series’ unaudited financial statements, which are included in the Series’ semi-annual report, which is available upon request.

No financial highlights are presented for the Commodity Series, International Series Class I, Emerging Markets Series, or Inflation Focus Equity Series because those Series had never been activated as of December 31, 2010 and therefore had no financial history. No financial highlights are presented for the Global Fixed Income Series because it had not been active during the five year period ended December 31, 2010.

 

    FOR THE YEARS ENDED  
Small Cap Series - Class A   12/31/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each year):                                          
Net asset value - Beginning of year     $7.39        $4.98        $10.21         $13.08         $13.66   
Income (loss) from investment operations:                                          
Net investment loss     (0.01) 1       (0.02) 1       (0.02)         (0.01)         (0.05)   
Net realized and unrealized gain (loss) on investments     1.91        2.43        (5.12)         (1.25)         2.55   
Total from investment operations     1.90        2.41        (5.14)         (1.26)         2.50   
Less distributions to shareholders:                                          
From net realized gain on investments                   (0.09)         (1.61)         (3.08)   
Net asset value - End of year     $9.29        $7.39        $4.98         $10.21         $13.08   
Net assets - End of year (000’s omitted)     $208,397        $171,910        $120,162         $184,998         $175,491   
Total return 2     25.71%        48.39%        (50.68%)         (9.32%)         18.06%   
Ratios (to average net assets)/Supplemental Data:                                          
Expenses*     1.12%        1.15%        1.15%         1.14%         1.16%   
Net investment loss     (0.13%)        (0.34%)        (0.39%)         (0.08%)         (0.40%)   
Portfolio turnover     75%        76%        68%         64%         85%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 3       0.00% 3       N/A         N/A         N/A   

1 Calculated based on average shares outstanding during the year.

2 Represents aggregate total return for the years indicated, and assumes reinvestment of all distributions. Total returns would have been lower had certain expenses not been waived or reimbursed during certain years.

3 Less than 0.01%.

 

90


Table of Contents
    FOR THE YEARS ENDED  
Technology Series   12/31/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each year):                                          
Net asset value - Beginning of year     $9.73        $6.01        $11.29         $10.41         $8.37   
Income (loss) from investment operations:                                          
Net investment loss     (0.06) 1       (0.05) 1       (0.05)         (0.05)         (0.01)   
Net realized and unrealized gain (loss) on investments     1.96        3.77        (5.09)         2.34         2.05   
Total from investment operations     1.90        3.72        (5.14)         2.29         2.04   
Less distributions to shareholders:                                          
From net realized gain on investments                   (0.14)         (1.41)           
Net asset value - End of year     $11.63        $9.73        $6.01         $11.29         $10.41   
Net assets - End of year (000’s omitted)     $167,400        $157,731        $123,112         $227,679         $167,252   
Total return 2     19.53%        61.90%        (45.86%)         22.55%         24.37%   
Ratios (to average net assets)/Supplemental Data:                                          
Expenses*     1.12%        1.13%        1.13%         1.13%         1.16%   
Net investment loss     (0.58%)        (0.68%)        (0.53%)         (0.53%)         (0.14%)   
Portfolio turnover     70%        55%        65%         79%         83%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 3       0.00% 3       N/A         N/A         N/A   

1 Calculated based on average shares outstanding during the year.

2 Represents aggregate total return for the years indicated, and assumes reinvestment of all distributions. Total returns would have been lower had certain expenses not been waived or reimbursed during certain years.

3 Less than 0.01%.

 

91


Table of Contents
    FOR THE SIX
MONTHS ENDED
    FOR THE YEARS ENDED  
International Series - Class S   6/30/11
(unaudited)
    12/31/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each period):                                                  
Net asset value - Beginning of period     $8.85        $8.39        $6.57        $10.87         $9.84         $9.90   
Income (loss) from investment operations:                                                  
Net investment income     0.13 1       0.14 1       0.14 1       0.22         0.15         0.15   
Net realized and unrealized gain (loss) on investments     0.65        0.86        2.10        (3.82)         1.12         2.01   
Total from investment operations     0.78        1.00        2.24        (3.60)         1.27         2.16   
Less distributions to shareholders:                                                  
From net investment income            (0.19)        (0.16)        (0.21)         (0.14)         (0.15)   
From net realized gain on investments            (0.35)        (0.26)        (0.49)         (0.10)         (2.07)   
Total distributions to shareholders            (0.54)        (0.42)        (0.70)         (0.24)         (2.22)   
Net asset value - End of period     $9.63        $8.85        $8.39        $6.57         $10.87         $9.84   
Net assets - End of period (000’s omitted)     $469,790        $317,199        $267,100        $182,273         $270,080         $215,981   
Total return 2     8.81%        12.04%        34.23%        (33.25%)         13.01%         21.96%   
Ratios (to average net assets)/Supplemental Data:                                                  
Expenses*     1.11% 3       1.15%        1.15%        1.15%         1.16%         1.18%   
Net investment income     2.77% 3       1.68%        1.90%        2.49%         1.47%         1.39%   
Portfolio turnover     5%        13%        17%        9%         20%         30%   
*The investment advisor did not impose all of its management fees, CCO fees and fund accounting and transfer agent fees, and other fees in some periods and in some periods paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amount:     N/A        0.00% 4       0.00% 4       N/A         N/A         N/A   

1 Calculated based on average shares outstanding during the period.

2 Represents aggregate total return for the period indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during certain periods. Periods less than one year are not annualized.

3 Annualized.

4 Less than 0.01%.

 

92


Table of Contents
    FOR THE YEARS ENDED  
Life Sciences Series   12/31/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each year):                                          
Net asset value - Beginning of year     $10.61        $6.99        $11.54         $11.41         $12.10   
Income (loss) from investment operations:                                          
Net investment loss     (0.04) 1       (0.05) 1       (0.06)         (0.08)         (0.05)   
Net realized and unrealized gain (loss) on investments     1.61        3.67        (4.38)         1.25         1.56   
Total from investment operations     1.57        3.62        (4.44)         1.17         1.51   
Less distributions to shareholders:                                          
From net realized gain on investments                   (0.11)         (1.04)         (2.20)   
Net asset value - End of year     $12.18        $10.61        $6.99         $11.54         $11.41   
Net assets - End of year (000’s omitted)     $247,564        $272,944        $182,704         $299,669         $233,072   
Total return 2     14.80%        51.79%        (38.77%)         10.62%         12.52%   
Ratios (to average net assets)/Supplemental Data:                                          
Expenses*     1.09%        1.11%        1.12%         1.12%         1.14%   
Net investment loss     (0.41%)        (0.55%)        (0.65%)         (0.75%)         (0.51%)   
Portfolio turnover     67%        95%        94%         95%         93%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 3       0.01%        N/A         N/A         N/A   

1 Calculated based on average shares outstanding during the year.

2 Represents aggregate total return for the years indicated, and assumes reinvestment of all distributions. Total returns would have been lower had certain expenses not been waived or reimbursed during certain years.

3 Less than 0.01%.

 

93


Table of Contents
    FOR THE YEARS ENDED  
World Opportunities Series - Class A   12/31/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each year):                                          
Net asset value - Beginning of year     $8.12        $5.88        $10.07         $9.58         $8.46   
Income (loss) from investment operations:                                          
Net investment income     0.07 1       0.04 1       0.10         0.05         0.12   
Net realized and unrealized gain (loss) on investments     0.67        2.26        (4.08)         1.36         2.71   
Total from investment operations     0.74        2.30        (3.98)         1.41         2.83   
Less distributions to shareholders:                                          
From net investment income     (0.07)        (0.06)        (0.03)         (0.05)         (0.14)   
From net realized gain on investments     (0.18)               (0.18)         (0.87)         (1.57)   
Total distributions to shareholders     (0.25)        (0.06)        (0.21)         (0.92)         (1.71)   
Net asset value - End of year     $8.61        $8.12        $5.88         $10.07         $9.58   
Net assets - End of year (000’s omitted)     $6,455,426        $4,917,459        $1,340,057         $841,864         $317,121   
Total return 2     9.23%        39.12%        (40.07%)         15.13%         33.88%   
Ratios (to average net assets)/Supplemental Data:                                          
Expenses*     1.11%        1.17%        1.16%         1.14%         1.16%   
Net investment income     0.92%        0.60%        2.17%         0.75%         1.35%   
Portfolio turnover     39%        42%        34%         49%         64%   
*The investment advisor did not impose all of its management fees, CCO fees and fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 3       0.00% 3       N/A         N/A         N/A   

1 Calculated based on average shares outstanding during the year.

2 Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during the periods. Periods less than one year are not annualized.

3 Less than 0.01%.

 

94


Table of Contents
    FOR THE YEAR ENDED     FOR THE PERIOD  
High Yield Bond Series   12/31/10     9/14/09 1  to 12/31/09  
Per share data (for a share outstanding throughout each period):                
Net asset value - Beginning of period     $10.37        $10.00   
Income from investment operations:                
Net investment income 2     0.75        0.20   
Net realized and unrealized gain on investments     0.66        0.28   
Total from investment operations     1.41        0.48   
Less distributions to shareholders:                
From net investment income     (0.75)        (0.10)   
From net realized gain on investments     (0.29)        (0.01)   
Total distributions to shareholders     (1.04)        (0.11)   
Net asset value - End of period     $10.74        $10.37   
Net assets - End of period (000’s omitted)     $158,181        $127,678   
Total return 3     13.59%        4.82%   
Ratios (to average net assets)/Supplemental Data:                
Expenses*     1.14%        1.20% 4  
Net investment income     6.79%        6.51% 4  
Portfolio turnover     54%        22%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees and other fees in some periods and in some periods paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 5       0.02% 4  

1 Commencement of operations.

2 Calculated based on average shares outstanding during the year.

3 Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during the periods. Periods less than one year are not annualized.

4 Annualized.

5 Less than 0.01%.

 

95


Table of Contents
    FOR THE YEARS ENDED  
Financial Services Series   12/31/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each year):                                          
Net asset value - Beginning of year     $5.55        $5.14        $9.34         $12.51         $10.70   
Income (loss) from investment operations:                                          
Net investment income     0.07 1       0.10 1       0.17         0.19         0.10   
Net realized and unrealized gain (loss) on investments     0.29        0.44        (4.19)         (2.36)         2.00   
Total from investment operations     0.36        0.54        (4.02)         (2.17)         2.10   
Less distributions to shareholders:                                          
From net investment income     (0.07)        (0.13)        (0.18)         (0.18)         (0.11)   
From net realized gain on investments                           (0.82)         (0.18)   
Total distributions to shareholders     (0.07)        (0.13)        (0.18)         (1.00)         (0.29)   
Net asset value - End of year     $5.84        $5.55        $5.14         $9.34         $12.51   
Net assets - End of year (000’s omitted)     $144,179        $130,415        $129,369         $220,097         $132,855   
Total return 2     6.56%        10.54%        (42.98%)         (17.46%)         19.62%   
Ratios (to average net assets)/Supplemental Data:                                          
Expenses*     1.14%        1.14%        1.12%         1.15%         1.18%   
Net investment income     1.31%        2.01%        2.34%         1.72%         1.14%   
Portfolio turnover     49%        98%        41%         38%         30%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees and fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 3       0.00% 3       N/A         N/A         N/A   

1 Calculated based on average shares outstanding during the year.

2 Represents aggregate total return for the years indicated, and assumes reinvestment of all distributions. Total returns would have been lower had certain expenses not been waived or reimbursed during certain years.

3 Less than 0.01%.

 

96


Table of Contents
    FOR THE YEARS ENDED  
Core Bond Series   12/31/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each year):                                          
Net asset value - Beginning of year     $10.38        $9.69        $10.05         $9.98         $9.89   
Income (loss) from investment operations:                                          
Net investment income     0.45 1       0.49 1       0.45         0.42         0.36   
Net realized and unrealized gain (loss) on investments     0.48        0.62        (0.30)         0.13         0.09   
Total from investment operations     0.93        1.11        0.15         0.55         0.45   
Less distributions to shareholders:                                          
From net investment income     (0.37)        (0.42)        (0.46)         (0.42)         (0.36)   
From net realized gain on investments                   (0.05)         (0.06)           
Total distributions to shareholders     (0.37)        (0.42)        (0.51)         (0.48)         (0.36)   
Net asset value - End of year     $10.94        $10.38        $9.69         $10.05         $9.98   
Net assets - End of year (000’s omitted)     $114,058        $76,601        $53,071         $49,909         $45,696   
Total return 2     8.97%        11.46%        1.66%         5.58%         4.51%   
Ratios (to average net assets)/Supplemental Data:                                          
Expenses*     0.76%        0.79%        0.80%         0.80%         0.80%   
Net investment income     4.10%        4.84%        4.73%         4.21%         3.87%   
Portfolio turnover     23%        67%        53%         346%         313%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 3       0.00% 3       0.03%         0.04%         0.08%   

1 Calculated based on average shares outstanding during the year.

2 Represents aggregate total return for the year indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during the years.

3 Less than 0.01%.

 

97


Table of Contents
    FOR THE YEARS ENDED  
Core Plus Bond Series   12/31/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each year):                                          
Net asset value - Beginning of year     $10.49        $9.66        $10.02         $9.98         $9.89   
Income (loss) from investment operations:                                          
Net investment income     0.55 1       0.57 1       0.42         0.40         0.37   
Net realized and unrealized gain (loss) on investments     0.51        0.82        (0.32)         0.03         0.08   
Total from investment operations     1.06        1.39        0.10         0.43         0.45   
Less distributions to shareholders:                                          
From net investment income     (0.52)        (0.56)        (0.45)         (0.39)         (0.36)   
From net realized gain on investments     (0.07)               (0.01)                   
Total distributions to shareholders     (0.59)        (0.56)        (0.46)         (0.39)         (0.36)   
Net asset value - End of year     $10.96        $10.49        $9.66         $10.02         $9.98   
Net assets - End of year (000’s omitted)     $535,355        $395,308        $340,631         $278,494         $224,145   
Total return 2     10.18%        14.35%        1.24%         4.34%         4.59%   
Ratios (to average net assets)/Supplemental Data:                                          
Expenses*     0.76%        0.78%        0.80%         0.81%         0.83%   
Net investment income     4.92%        5.60%        4.84%         4.20%         3.95%   
Portfolio turnover     31%        72%        63%         341%         315%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 3       0.00% 3       N/A         N/A         N/A   

1 Calculated based on average shares outstanding during the year.

2 Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during the periods. Periods less than one year are not annualized.

3 Less than 0.01%.

 

98


Table of Contents
    FOR THE YEAR ENDED      FOR THE PERIOD  
Real Estate Series   12/31/10      11/10/09 to 12/31/09  
Per share data (for a share outstanding throughout each period):                 
Net asset value - Beginning of period     $10.61         $10.00   
Income from investment operations:                 
Net investment income 2     0.12         0.02   
Net realized and unrealized gain on investments     2.44         0.62   
Total from investment operations     2.56         0.64   
Less distributions to shareholders:                 
From net investment income     (0.12)         (0.02)   
From net realized gain on investments     (0.47)         (0.01)   
Total distributions to shareholders     (0.59)         (0.03)   
Net asset value - End of period     $12.58         $10.61   
Net assets - End of period (000’s omitted)     $89,136         $69,179   
Total return 3     24.40%         6.36%   
Ratios (to average net assets)/Supplemental Data:                 
Expenses*     1.20%         1.20% 4  
Net investment income     1.02%         1.43% 4  
Portfolio turnover     34%         3%   
*The investment advisor did not impose all or a portion of its management fees, and other fees in some periods and in some periods paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.01%         0.38% 4  

1 Commencement of operations.

2 Calculated based on average shares outstanding during the periods.

3 Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during the periods. Periods less than one year are not annualized.

4 Annualized.

 

99


Table of Contents
    FOR THE YEARS ENDED  
Diversified Tax Exempt Series   12/31/10     12/31/09     12/31/08      12/31/07     12/31/06  
Per share data (for a share outstanding throughout each year):                                         
Net asset value - Beginning of year     $11.17        $10.34        $10.92         $10.95        $10.90   
Income (loss) from investment operations:                                         
Net investment income     0.40 1       0.40 1       0.42         0.36        0.37   
Net realized and unrealized gain (loss) on investments     (0.35)        0.90        (0.62)         (0.02)        0.05   
Total from investment operations     0.05        1.30        (0.20)         0.34        0.42   
Less distributions to shareholders:                                         
From net investment income     (0.45)        (0.44)        (0.36)         (0.37)        (0.36)   
From net realized gain on investments     2       (0.03)        (0.02)         2       (0.01)   
Total distributions to shareholders     (0.45)        (0.47)        (0.38)         (0.37)        (0.37)   
Net asset value - End of year     $10.77        $11.17        $10.34         $10.92        $10.95   
Net assets - End of year (000’s omitted)     $276,970        $234,486        $197,736         $235,709        $167,689   
Total return 3     0.41%        12.75%        (1.79%)         3.20%        3.94%   
Ratios (to average net assets)/Supplemental Data:                                         
Expenses*     0.58%        0.60%        0.61%         0.62%        0.66%   
Net investment income     3.51%        3.65%        3.75%         3.65%        3.71%   
Portfolio turnover     3%        8%        7%         3%        5%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 4       0.01%        N/A         N/A        N/A   

1 Calculated based on average shares outstanding during the year.

2 Less than $0.01 per share.

3 Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during the periods. Periods less than one year are not annualized.

4 Less than 0.01%.

 

100


Table of Contents
    FOR THE YEARS ENDED  
New York Tax Exempt Series   12/30/10     12/31/09     12/31/08      12/31/07      12/31/06  
Per share data (for a share outstanding throughout each year):                                          
Net asset value - Beginning of year     $10.55        $9.79        $10.41         $10.44         $10.45   
Income (loss) from investment operations:                                          
Net investment income     0.36 1       0.38 1       0.38         0.37         0.38   
Net realized and unrealized gain (loss) on investments     (0.32)        0.82        (0.63)         (0.01)         (0.02)   
Total from investment operations     0.04        1.20        (0.25)         0.36         0.36   
Less distributions to shareholders:                                          
From net investment income     (0.39)        (0.41)        (0.36)         (0.37)         (0.36)   
From net realized gain on investments     (0.01)        (0.03)        (0.01)         (0.02)         (0.01)   
Total distributions to shareholders     (0.40)        (0.44)        (0.37)         (0.39)         (0.37)   
Net asset value - End of year     $10.19        $10.55        $9.79         $10.41         $10.44   
Net assets - End of year (000’s omitted)     $136,225        $110,532        $97,202         $111,704         $92,910   
Total return 2     0.32%        12.46%        (2.37%)         3.44%         3.48%   
Ratios (to average net assets)/Supplemental Data:                                          
Expenses*     0.61%        0.64%        0.64%         0.65%         0.68%   
Net investment income     3.41%        3.64%        3.71%         3.66%         3.68%   
Portfolio turnover     7%        10%        11%         7%         8%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 3       0.00% 3       N/A         N/A         N/A   

1 Calculated based on average shares outstanding during the year.

2 Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during the periods. Periods less than one year are not annualized.

3 Less than 0.01%.

 

101


Table of Contents
    FOR THE YEARS ENDED  
Ohio Tax Exempt Series   12/31/10     12/31/09     12/31/08      12/31/07     12/31/06  
Per share data (for a share outstanding throughout each year):                                         
Net asset value - Beginning of year     $10.62        $9.82        $10.43         $10.46        $10.52   
Income (loss) from investment operations:                                         
Net investment income     0.35 1       0.36 1       0.38         0.34        0.38   
Net realized and unrealized gain (loss) on investments     (0.33)        0.91        (0.57)         2       (0.05)   
Total from investment operations     0.02        1.27        (0.19)         0.34        0.33   
Less distributions to shareholders:                                         
From net investment income     (0.34)        (0.37)        (0.36)         (0.37)        (0.38)   
From net realized gain on investments            (0.10)        (0.06)                (0.01)   
Total distributions to shareholders     (0.34)        (0.47)        (0.42)         (0.37)        (0.39)   
Net asset value - End of year     $10.30        $10.62        $9.82         $10.43        $10.46   
Net assets - End of year (000’s omitted)     $34,370        $24,875        $20,844         $26,432        $20,612   
Total return 3     0.14%        13.09%        (1.74%)         3.28%        3.19%   
Ratios (to average net assets)/Supplemental Data:                                         
Expenses*     0.85%        0.85%        0.85%         0.85%        0.85%   
Net investment income     3.25%        3.39%        3.58%         3.47%        3.81%   
Portfolio turnover     0% 4       11%        15%         3%        9%   
*The investment advisor did not impose all or a portion of its management fees, CCO fees, fund accounting and transfer agent fees, and other fees in some years and in some years paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have been increased by the following amounts:     0.00% 5       0.03%        0.01%         0.00% 5       0.07%   

1 Calculated based on average shares outstanding during the year.

2 Less than $0.01 per share.

3 Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during the periods. Periods less than one year are not annualized.

4 Less than 1%. 5Less than 0.01%.

 

102


Table of Contents

MANNING & NAPIER FUND, INC.

Small Cap Series

Commodity Series

Technology Series

International Series – Class S

International Series – Class I

Life Sciences Series

World Opportunities Series – Class A

High Yield Bond Series

Global Fixed Income Series

Financial Services Series

Core Bond Series

Core Plus Bond Series

Real Estate Series

Emerging Markets Series

Inflation Focus Equity Series

Diversified Tax Exempt Series

New York Tax Exempt Series

Ohio Tax Exempt Series

Shareholder Reports and the Statement of Additional Information (SAI)

Annual and semi-annual reports to shareholders provide additional information about the Series’ investments. These reports discuss the market conditions and investment strategies that significantly affected the Series’ performance during its last fiscal year. The SAI provides more detailed information about the Series. It is incorporated by reference into this prospectus, making it legally part of the prospectus.

How to Obtain the Shareholder Reports, SAI, and Additional Information

 

   

You may obtain shareholder reports and the SAI or other information about the Series without charge, by calling 1-800-466-3863 or sending written requests to Manning & Napier Fund, Inc., P.O. Box 805, Fairport, New York 14450. Note that this address should not be used for transaction requests. These documents are also available at www.manning-napier.com.

 

   

You may review and copy shareholder reports, the prospectus and SAI at the Securities and Exchange Commission’s Public Reference Room in Washington, D.C. Information about the public reference room may be obtained by calling 1-202-551-8090. You can get copies of these materials for a fee by writing to the Public Reference Section of the Commission, Washington, D.C. 20549-1520 or by e-mail to publicinfo@sec.gov. You can get the same reports and information free from the EDGAR Database on the SEC’s Internet website (http://www.sec.gov).

Shareholder Mailings

The Fund may send only one copy of a Series’ prospectus and annual and semi-annual reports to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you do not want your mailings to be “householded,” please call 1-800-466-3863 or contact your financial intermediary.

The Fund also offers electronic delivery of certain documents. Direct shareholders can elect to receive shareholder reports, prospectus updates, and statements via e-delivery. For more information or to sign up for e-delivery, please visit the Fund’s website at www.manning-napier.com.

 

If someone makes a statement about a Series that is not in this prospectus, you should not rely upon that information. Neither the Fund nor its distributor is offering to sell shares of any Series to any person to whom the Series may not lawfully sell its shares.

 

 

 

Investment Company Act File No. 811-04087   MNSMX 03/15/2012