2022-08-16VIFCorePlusFixedIncomePortfolioClassI_485B_Pro_April2023
Morgan
Stanley Variable Insurance Fund, Inc.
Growth
Portfolio
Prospectus | April
28, 2023
| |
Share
Class |
Ticker
Symbol |
Class
I |
MEGIX |
Morgan
Stanley Variable Insurance Fund, Inc. (the “Company”) is a mutual fund
that provides investment vehicles
for variable annuity contracts and variable life insurance policies and for
certain tax-qualified investors.
In this prospectus, shares of the Growth Portfolio (the “Fund”) are
being offered.
The
Securities and Exchange Commission (“SEC”) has
not approved or disapproved these securities or passed upon the adequacy
of this Prospectus. Any representation to the contrary is a criminal
offense.
An
investment in the Fund is not a bank deposit and is not insured by the Federal
Deposit Insurance Corporation or any other
government agency. An investment in the Fund involves investment risks, and you
may lose money in the Fund.
Morgan
Stanley Variable Insurance Fund | Fund
Summary
Investment
Objective
The Fund
seeks long-term capital appreciation by investing primarily in growth-oriented
equity securities of large capitalization companies.
Fees
and Expenses
The table
below describes the fees and expenses that you may pay if you buy, hold and sell
Class I shares of the Fund. The Fund does not charge
any sales loads or other fees when you purchase or redeem shares. The table and
the example below do not reflect the impact of
any charges by your insurance company. If they did, Total Annual Fund Operating
Expenses would be higher. You may
pay
fees other than the fees and expenses of the Fund, such as brokerage commissions
and other fees charged by financial intermediaries,
which are not reflected in the tables and examples
below.
Annual
Fund Operating Expenses (expenses
that you pay each year as a percentage of the value of your
investment)
| |
Advisory
Fee* |
% |
Distribution
(12b-1) Fee |
None |
Other
Expenses** |
% |
Total
Annual Fund Operating Expenses*** |
% |
Fee
Waiver and/or Expense Reimbursement*** |
% |
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement *** |
% |
Example
The
example below is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds.
The
example assumes that you invest $10,000 in the Fund, your investment has a 5%
return each year and that the Fund’s operating expenses
remain the same (except that the example incorporates the fee waiver and/or
expense reimbursement arrangement for only the first
year). Although your actual costs may be higher or lower, based on these
assumptions, your costs would be:
|
|
|
|
| |
|
1
Year |
3
Years |
5
Years |
10
Years |
|
Class
I |
$58 |
$228 |
$413 |
$946 |
|
* |
“Advisory
Fee” includes the management fee of a wholly-owned subsidiary of the Fund
organized as a company under the laws of the Cayman Islands (the
“Subsidiary”). The Fund’s “Adviser,” Morgan Stanley Investment Management
Inc., has agreed to waive or credit a portion of the advisory fee in an
amount
equal to the management fee paid to the Adviser by the
Subsidiary. |
** |
“Other
Expenses” include expenses of the Fund’s and
Subsidiary’s most
recent fiscal year.
|
*** |
The
Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so
that Total Annual Fund Operating Expenses, excluding acquired fund
fees
and expenses (as applicable), certain investment related expenses, taxes,
interest and other extraordinary expenses (including litigation), will not
exceed
0.57% for
Class I. The
fee waivers and/or expense reimbursements will continue for at
least one year from the date of this Prospectus or until
such
time as the Company’s Board of Directors acts to discontinue all or a
portion of such waivers and/or reimbursements when it deems such action
is
appropriate. |
Portfolio
Turnover
The Fund
pays transaction costs, such as commissions, when it buys and sells securities
(or “turns over” its portfolio). A higher portfolio
turnover rate may indicate higher transaction costs. These costs, which are not
reflected in Total Annual Fund Operating Expenses
or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 41% of the
average value of its portfolio.
Principal
Investment Strategies
The
Adviser seeks to achieve the Fund’s investment objective by investing primarily
in established and emerging companies, with capitalizations
within the range of companies included in the Russell 1000® Growth Index. As of
December 31, 2022, these
market capitalizations
ranged between $306.2 million
and $2.0
trillion.
The
Adviser emphasizes a bottom-up stock selection process, seeking attractive
investments on an individual company basis. The
Adviser
typically invests in unique companies it believes have sustainable competitive
advantages with above average business visibility,
the ability to deploy capital at high rates of return, strong balance sheets and
an attractive risk/reward.
The
Adviser actively integrates sustainability into the investment process by using
environmental, social and governance (“ESG”) factors as
a lens for additional fundamental research, which can contribute to investment
decision-making. The Adviser seeks to understand
how environmental and social initiatives within companies can create value by
strengthening durable competitive advantages,
creating growth opportunities, driving profitability and/or aligning with
secular growth trends. The Adviser generally engages
with company management teams to discuss their ESG practices, with the aim of
identifying how sustainability themes
Morgan
Stanley Variable Insurance Fund | Fund Summary
present
opportunities and risks that can be material to the value of the security over
the long-term. Other aspects of the investment process
include a proprietary, systematic evaluation of governance policies,
specifically focusing on compensation alignment on long-term value
creation. Although consideration of ESG factors is incorporated into the
investment process, it is only one of many tools the
Adviser utilizes to make investment
decisions.
The Fund
may invest in equity securities. The Fund may also invest in privately placed
and restricted securities.
The
Adviser may invest up to 25% of the Fund’s net assets in foreign securities,
including emerging market securities classified as American
Depositary Receipts (“ADRs”), Global Depositary Receipts (“GDRs”), American
Depositary Shares (“ADSs”) or Global Depositary
Shares (“GDSs”), foreign U.S. dollar-denominated securities that are traded on a
U.S. exchange or local shares of non-U.S.
issuers.
Principal
Risks
There is
no assurance that the Fund will achieve its investment objective, and you can
lose money investing in this Fund. The
principal
risks of investing in the Fund include:
• |
Equity
Securities. In
general, prices of equity securities are more volatile than those of
fixed-income securities. The prices of equity securities
fluctuate, and sometimes widely fluctuate, in response to activities
specific to the issuer of the security as well as factors unrelated
to the fundamental condition of the issuer, including general market,
economic,
political conditions and
public health conditions.
During periods when equity securities experience heightened volatility,
such as during periods of market, economic or financial
uncertainty or distress, the Fund’s investments in equity securities may
be subject to heightened
risks. |
• |
Foreign
and Emerging Market Securities.
Investments in foreign markets entail special risks such as currency,
political
(including geopolitical),
economic and market risks. There also may be greater market volatility,
less reliable financial information, less stringent
investor protections and disclosure standards, higher transaction and
custody costs, decreased market liquidity and less government
and exchange regulation associated with investments in foreign markets. In
addition, investments in certain foreign markets
that have historically been considered stable may become more volatile and
subject to increased risk due to ongoing developments
and changing conditions in such markets. Moreover, the growing
interconnectivity of global economies and financial
markets has increased the probability that adverse developments and
conditions in one country or region will affect the stability
of economies and financial markets in other countries or regions. Certain
foreign markets may rely heavily on particular industries
or foreign capital and are more vulnerable to diplomatic developments, the
imposition of economic sanctions against a particular
country or countries, organizations, companies, entities and/or
individuals, changes in international trading patterns, trade
barriers and other protectionist or retaliatory measures. Investments in
foreign markets may also be adversely affected by governmental
actions such as the imposition of capital controls, nationalization of
companies or industries, expropriation of assets or
the imposition of punitive taxes. The governments of certain countries may
prohibit or impose substantial restrictions on foreign
investing in their capital markets or in certain sectors or industries. In
addition, a foreign government may limit or cause delay
in the convertibility or repatriation of its currency which would
adversely affect the U.S. dollar value and/or liquidity of investments
denominated in that currency. Certain foreign investments may become less
liquid in response to market developments
or adverse investor perceptions, or become illiquid after purchase by the
Fund, particularly during periods of market turmoil.
When the Fund holds illiquid investments, its portfolio may be harder to
value. The risks of investing in emerging market
countries are greater than the risks associated with investments in
foreign developed countries. Certain emerging market countries
may be subject to less stringent requirements regarding accounting,
auditing, financial reporting and record keeping and therefore,
material information related to an investment may not be available or
reliable. In addition, the Fund is limited in its ability
to exercise its legal rights or enforce a counterparty’s legal obligations
in certain jurisdictions outside of the United States, in
particular, in emerging market
countries. In addition, the Fund’s investments in foreign issuers may be
denominated in foreign currencies
and therefore, to the extent unhedged, the value of those investments will
fluctuate with U.S. dollar exchange rates. To the
extent hedged by the use of foreign currency forward exchange contracts,
the precise matching of the foreign currency forward exchange
contract amounts and the value of the securities involved will not
generally be possible because the future value of such securities
in foreign currencies will change as a consequence of market movements in
the value of those securities between the date on
which the contract is entered into and the date it matures. There is
additional risk that such transactions may reduce or preclude
the opportunity for gain if the value of the currency should move in the
direction opposite to the position taken and that foreign
currency forward exchange contracts create exposure to currencies in which
the Fund’s securities are not denominated. The
use of foreign currency forward exchange contracts involves the risk of
loss from the insolvency or bankruptcy of the counterparty
to the contract or the failure of the counterparty to make payments or
otherwise comply with the terms of the contract.
Economic sanctions or other similar measures may be, and have been,
imposed against certain countries, organizations, companies,
entities and/or individuals. Economic sanctions and other similar measures
could, among other things, effectively restrict
or eliminate the Fund’s ability to purchase or sell securities, negatively
impact the value or liquidity of the Fund’s investments,
significantly delay or prevent the settlement of the Fund’s securities
transactions, force the Fund to sell or otherwise dispose
of investments at inopportune times or prices, or impair the Fund’s
ability to meet its investment objective or invest in accordance
with its investment
strategies. |
Morgan
Stanley Variable Insurance Fund | Fund
Summary
• |
Liquidity. The
Fund may make investments that are illiquid or restricted or that may
become illiquid
or less
liquid in response to overall
economic conditions or adverse investor perceptions, and which may entail
greater risk than investments in other types of securities.
These investments may be more difficult to value or sell, particularly in
times of market turmoil, and there may be little trading
in the secondary market available for particular securities. Liquidity
risk may be magnified in a market where credit spread and
interest rate volatility is rising and where investor redemptions from
fixed-income mutual funds may be higher than normal.
If
the Fund is forced to sell an illiquid or restricted security to fund
redemptions or for other cash needs, it may be forced to sell the
security at a loss or for less than its fair
value. |
• |
Private
Placements and Restricted Securities. The
Fund’s investments may include privately placed securities, which are
subject to resale
restrictions. These securities could have the effect of increasing the
level of Fund illiquidity to the extent the Fund may be unable
to sell or transfer these securities due to restrictions on transfers or
on the ability to find buyers interested in purchasing the securities.
Additionally, the market for certain investments deemed liquid at the time
of purchase may become illiquid under adverse
market or economic
conditions. |
• |
Focused
Investing. To
the extent that the Fund invests in a limited number of issuers, the Fund
will be more susceptible to negative
events affecting those issuers and a decline in the value of a particular
instrument may cause the Fund’s overall value to decline
to a greater degree than if the Fund were invested more
widely. |
• |
Information
Technology Sector Risk. To
the extent the Fund invests significantly in the information technology
sector, the value of Fund
shares may be particularly impacted by events that adversely affect the
information technology sector, such as rapid changes in
technology product cycles, product obsolescence, government regulation,
and competition, and may fluctuate more than that of a
fund that does not invest significantly in companies in the technology
sector. |
• |
Market
and Geopolitical Risk. The
value of your investment in the Fund is based on the values of the Fund’s
investments, which may
change due to economic and other events that affect markets generally, as
well as those that affect particular regions, countries,
industries, companies or governments. These events may be sudden and
unexpected, and could adversely affect the liquidity
of the Fund’s investments, which may in turn impact valuation, the Fund’s
ability to sell securities and/or its ability to meet
redemptions. The risks associated with these developments may be magnified
if certain social, political, economic and other conditions
and events (such as war, natural disasters, epidemics and pandemics,
terrorism, conflicts,
social unrest, recessions, inflation,
rapid interest rate changes and supply chain disruptions)
adversely interrupt the global economy and financial markets. It
is difficult to predict when events affecting the U.S. or global financial
markets may occur, the effects that such events may have and
the duration of those effects (which may last for extended periods). These
events may negatively impact broad segments of businesses
and populations and have a significant and rapid negative impact on the
performance of the Fund’s investments,
adversely
affect and increase the volatility of the Fund’s share price and
exacerbate pre-existing risks to the
Fund. |
• |
Active
Management Risk. In
pursuing the Fund’s investment objective, the Adviser has considerable
leeway in deciding which investments
to buy, hold or sell on a day-to-day basis, and which trading strategies
to use. For example, the Adviser, in its discretion,
may determine to use some permitted trading strategies while not using
others. The success or failure of such decisions will
affect the Fund’s
performance. |
Shares of
the Fund are not bank deposits and are not guaranteed or insured by the Federal
Deposit Insurance Corporation or any other
government agency.
Morgan
Stanley Variable Insurance Fund | Fund Summary
Performance
Information
The
following bar chart and table provide some indication of the risks of investing
in the Fund by showing changes in the Fund’s Class I
shares’ performance from year-to-year and by showing how the Fund’s Class I
shares’ average annual returns for the past one, five and
10 year periods compare with those of a broad measure of market performance over
time. This
performance information does not
include the impact of any charges deducted by your insurance company. If it did,
returns would be lower. The Fund’s
past performance
is not necessarily an indication of how the Fund will perform in the
future.
Annual
Total Returns—Calendar Years (Class I)
Commenced
operations on January 2, 1997
Average
Annual Total Returns (Class I)
(for the
calendar periods ended December 31, 2022)
|
|
| |
|
Past
One Year |
Past
Five Years |
Past
Ten Years |
Class
I |
Return
before Taxes |
-60.07% |
4.25% |
11.85% |
Russell
1000® Growth Index (reflects no deduction for fees, expenses or
taxes)1
|
-% |
% |
% |
1 |
The
Russell 1000® Growth Index measures the performance of the large-cap
growth segment of the U.S. equity universe. It includes those Russell
1000®
Index companies with higher price-to-book ratios and higher forecasted
growth values. The Russell 1000® Index is an index of approximately
1,000
of the largest U.S. companies based on a combination of market
capitalization and current index membership. It is not possible to invest
directly in an
index. |
Fund
Management
Adviser. Morgan
Stanley Investment Management Inc.
Portfolio
Managers. The
Fund is managed by members of Counterpoint Global. Information about the members
jointly and primarily
responsible for the day-to-day management of the Fund is shown
below:
|
| |
Name |
Title
with Adviser |
Date
Began Managing Fund |
Dennis
P. Lynch |
Managing
Director |
June
2004 |
Sam
G. Chainani |
Managing
Director |
June
2004 |
Jason
C. Yeung |
Managing
Director |
September
2007 |
Armistead
B. Nash |
Managing
Director |
September
2008 |
David
S. Cohen |
Managing
Director |
June
2004 |
Alexander
T. Norton |
Executive
Director |
July
2005 |
Purchase
and Sale of Fund Shares
The
Prospectus offers Class I shares of the Fund. The Company also offers Class II
shares of the Fund through a separate prospectus. Class II
shares are subject to higher expenses due to the imposition of a 12b-1 fee. For
eligibility information, contact your insurance company or
qualified pension or retirement plan.
The Fund
offers its shares only to insurance companies (either directly or indirectly
through other variable insurance funds) for separate
accounts that they establish to fund variable life insurance and variable
annuity contracts, and to other entities under
Morgan
Stanley Variable Insurance Fund | Fund
Summary
qualified
pension and retirement plans. An insurance company purchases or redeems shares
of the Fund based on, among other things,
the amount of net contract premiums or purchase payments allocated to a separate
account investment division, transfers to or from a
separate account investment division, contract loans and repayments, contract
withdrawals and surrenders, and benefit payments.
The contract prospectus describes how contract owners may allocate, transfer and
withdraw amounts to, and from, separate
accounts.
For more
information, please refer to the section of the Prospectus entitled “Shareholder
Information—Purchasing and Selling Fund Shares.”
Tax
Information
Special
tax rules apply to life insurance companies, variable annuity contracts and
variable life insurance contracts. For information on federal
income taxation of a life insurance company with respect to its receipt of
distributions from the Fund and federal income taxation
of owners of variable annuity or variable life insurance contracts, refer to the
contract prospectus.
For more
information, please refer to the section of the Prospectus entitled “Shareholder
Information—Taxes.”
Payments
to Insurance Companies and Other Financial Intermediaries
The
Adviser and/or the Fund’s “Distributor,” Morgan Stanley Distribution, Inc., may
pay insurance companies or their affiliates in connection
with Fund-related administrative services that the insurance companies provide
in connection with the issuance of their variable
annuity contracts. These payments, which may be significant in amount, may
create a conflict of interest by influencing the insurance
company to recommend one variable annuity or variable life insurance contract
over another or be a factor in an insurance company’s
decision to include the Fund as an underlying investment option in its variable
annuity or variable life insurance contracts.
Shareholders should ask their salesperson or visit their insurance company’s web
site for more information.
Morgan
Stanley Variable Insurance Fund | Details
of the Fund
Investment
Objective
The Fund
seeks long-term capital appreciation by investing primarily in growth-oriented
equity securities of large capitalization companies.
Approach
The
Adviser seeks to achieve the Fund’s investment objective by investing primarily
in established and emerging companies, with capitalizations
within the range of companies included in the Russell 1000® Growth Index that
the Adviser believes exhibit, among other
things, strong free cash flow and compelling business strategies. As of December
31, 2022, these
market capitalizations ranged between
$306.2 million
and $2.0
trillion.
Process
The
Adviser emphasizes a bottom-up stock selection process, seeking attractive
investments on an individual company basis. In selecting
securities for investment, the Adviser typically invests in unique companies it
believes have sustainable competitive advantages
with above average business visibility, the ability to deploy capital at high
rates of return, strong balance sheets and an attractive
risk/reward. The Adviser generally considers selling a portfolio holding when it
determines that the holding no longer satisfies
its investment criteria.
The
Adviser actively integrates sustainability into the investment process by using
ESG factors as a lens for additional fundamental research,
which can contribute to investment decision-making. The Adviser seeks to
understand how environmental and social initiatives
within companies can create value by strengthening durable competitive
advantages, creating growth opportunities, driving profitability
and/or aligning with secular growth trends. The Adviser generally engages with
company management teams to discuss their ESG
practices, with the aim of identifying how sustainability themes present
opportunities and risks that can be material to the value of
the security over the long-term. Other aspects of the investment process include
a proprietary, systematic evaluation of governance
policies, specifically focusing on compensation alignment on long-term value
creation. Although consideration of ESG factors is
incorporated into the investment process, it is only one of many tools the
Adviser utilizes to make investment decisions.
The Fund
may invest in equity securities. The Fund may also invest in privately
placed and restricted securities.
The
Adviser may invest up to 25% of the Fund’s net assets in foreign securities,
including emerging market securities classified as ADRs,
GDRs, ADSs or GDSs, foreign U.S. dollar-denominated securities that are traded
on a U.S. exchange or local shares of non-U.S.
issuers.
The
percentage limitations relating to the composition of the Fund apply at the time
the Fund acquires an investment. Subsequent percentage
changes that result from market fluctuations generally will not require the Fund
to sell any portfolio security. However, the Fund
may be required to reduce its borrowings, if any, in response to fluctuations in
the value of such holdings.
Morgan
Stanley Variable Insurance Fund | Additional
Risk Factors and Information
Additional
Risk Factors and Information
|
| |
This
section discusses additional risk factors and information relating to the
Fund. The Fund’s investment practices and limitations
are also described in more detail in the Statement of Additional
Information (“SAI”), which is incorporated by reference
and legally is a part of this Prospectus. For details on how to obtain a
copy of the SAI and other reports and information,
see the back cover of this
Prospectus. |
Economies
and financial markets worldwide
have recently
experienced periods of increased volatility, uncertainty,
distress, government
spending, inflation and
disruption to consumer demand, economic output and supply chains. To the
extent these conditions
continue, the risks associated with an investment in the Fund, including those
described below, could be heightened and the Fund’s
investments (and thus a shareholder’s investment in the Fund) may be
particularly susceptible to sudden and substantial losses,
reduced yield or income or other adverse developments. The occurrence,
duration
and extent of these or
other types of adverse
economic
and market conditions and uncertainty over the long term cannot be reasonably
projected
or estimated
at this time.
Market
and Geopolitical Risk
The value
of your investment in the Fund is based on the values of the Fund’s investments,
which may change due to economic and other
events that affect markets generally, as well as those that affect particular
regions, countries, industries, companies or governments.
Price movements, sometimes called volatility, may be greater or less depending
on the types of securities the Fund owns and the
markets in which the securities trade. Volatility and disruption in financial
markets and economies may be sudden and unexpected,
expose the Fund to greater risk, including risks associated with reduced market
liquidity and fair valuation, and adversely affect the
Fund’s operations. For example, the Adviser potentially will be prevented from
executing investment decisions at an advantageous
time or price as a result of any domestic or global market disruptions and
reduced market liquidity may impact the Fund’s
ability to sell securities to meet redemptions.
The
increasing interconnectivity between global economies and markets
increases the likelihood that events or conditions in one region, sector,
industry, market or with respect to one company may
adversely impact issuers in a different country, region, sector,
industry,
or market. For example, adverse developments in the banking or financial
services sector could impact companies operating in various
sectors or industries and adversely impact a Fund’s investments.
Securities in the Fund’s portfolio may underperform due to
inflation (or expectations for inflation), interest rates, global demand for
particular products or resources, natural disasters, health emergencies
(such as epidemics and pandemics), terrorism, regulatory events and governmental
or quasi-governmental actions. The occurrence
of global events similar to those in recent years, such as terrorist attacks
around the world, natural disasters, health emergencies,
social and political discord or debt crises and
downgrades, among others, may result in market volatility and may have
long term
effects on both the U.S. and global financial markets. Inflation rates may
change frequently and significantly because of various
factors, including unexpected shifts in the domestic or global economy and
changes in monetary or economic policies (or expectations
that these policies may change). Changes in expected
inflation
rates may adversely affect market and economic conditions,
the Fund’s investments and an investment in the Fund. Other financial, economic
and other global market and social developments
or disruptions may result in similar adverse circumstances, and it is difficult
to predict when similar events affecting the U.S. or
global financial markets may occur, the effects that such events may have and
the duration of those effects (which may last for extended
periods). In general, the securities or other instruments that the Adviser
believes represent an attractive investment opportunity
or in which the Fund seeks to invest may be unavailable entirely or in the
specific quantities sought by the Fund. As a result,
the Fund may need to obtain the desired exposure through a less advantageous
investment, forgo the investment at the time or seek to
replicate the desired exposure through a derivative transaction or investment in
another investment vehicle. Any such event(s) could have
a significant adverse impact on the value and risk profile of the Fund’s
portfolio. There is a risk that you may lose money by
investing in the Fund.
Social,
political, economic and other conditions and events, such as war, natural
disasters, health emergencies (e.g., the novel coronavirus
outbreak, epidemics and other pandemics), terrorism, conflicts, social
unrest, recessions,
inflation, rapid interest rate changes
and supply chain disruptions could
reduce consumer demand or economic output, result in market closures, travel
restrictions
or quarantines, and generally have a significant impact on the economies and
financial markets and the Adviser’s investment
advisory activities and services of other service providers, which in turn could
adversely affect the Fund’s investments and other
operations.
Global
events may negatively impact broad segments of businesses and populations, cause
a significant negative impact on the performance
of the Fund’s investments, adversely
affect and increase the volatility of the Fund’s share price and
exacerbate
pre-existing
political, social and economic risks to the Fund. The Fund’s operations may be
interrupted as a result, which may contribute to the
negative impact on investment performance. In addition, governments, their
regulatory agencies, or self-regulatory organizations
may take actions that affect the instruments in which the Fund invests, or the
issuers of such instruments, in ways that could have
a significant negative impact on the Fund’s investment performance. In
addition, government actions (such as changes to interest
rates) could have unintended economic and market consequences that adversely
affect a Fund’s investments.
Morgan
Stanley Variable Insurance Fund | Additional
Risk Factors and Information
Additional
Risk Factors and Information (Con’t)
Equity
Securities
Equity
securities may include common and preferred stocks, convertible securities and
equity-linked securities, REITs, rights and warrants
to purchase common stocks, depositary receipts, shares of investment companies,
limited partnership interests and other specialty
securities having equity features. The Fund may invest in equity
securities that are publicly traded on securities exchanges or over-the-counter
(“OTC”) or in equity securities that are not publicly traded. Securities that
are not publicly traded may be more difficult
to value or sell and their value may fluctuate more dramatically than other
securities. The prices of convertible securities are affected
by changes similar to those of equity and fixed-income securities.
A
depositary receipt is generally issued by a bank or financial institution and
represents the common stock or other equity securities of a
foreign company. Depositary receipts involve many of the same risks as those
associated with direct investment in foreign securities.
In addition, the underlying issuers of certain depositary receipts, particularly
unsponsored or unregistered depositary receipts,
are under no obligation to distribute shareholder communications to the holders
of such receipts, or to pass through to them any voting
rights with respect to the deposited securities.
A
convertible security is a bond, debenture, note, preferred stock, right, warrant
or other security that may be converted into or exchanged
for a prescribed amount of common stock or other security of the same or a
different issuer or into cash within a particular period of
time at a specified price or formula. A convertible security generally entitles
the holder to receive interest paid or accrued on debt
securities or the dividend paid on preferred stock until the convertible
security matures or is redeemed, converted or exchanged. Before
conversion, convertible securities generally have characteristics similar to
both debt and equity securities. The value of convertible
securities tends to decline as interest rates rise and, because of the
conversion feature, tends to vary with fluctuations in the market
value of the underlying securities. Convertible securities ordinarily provide a
stream of income with generally higher yields than those
of common stock of the same or similar issuers. Convertible securities generally
rank senior to common stock in a corporation’s
capital structure but are usually subordinated to other comparable
nonconvertible fixed-income securities in such capital
structure. Convertible securities generally do not participate directly in any
dividend increases or decreases of the underlying securities
although the market prices of convertible securities may be affected by any
dividend changes or other changes in the underlying
securities.
During
periods when equity securities experience heightened volatility, such as during
periods of market, economic or financial uncertainty
or distress, the Fund’s investments in equity securities may be subject to
heightened risks.
Foreign
Investing
To the
extent that the Fund invests in foreign issuers, there is the risk that news and
events unique to a country or region will affect those
markets and their issuers. These same events will not necessarily have an effect
on the U.S. economy or similar issuers located in the United
States. In addition, some of the Fund’s securities, including underlying
securities represented by depositary receipts, may be
denominated in foreign currencies. As a result, changes in the value of a
country’s currency compared to the U.S. dollar may affect the value
of the Fund’s investments. These changes may happen separately from, and
in response to, events that do not otherwise affect the
value of the security in the issuer’s home country. These risks may be
intensified for the Fund’s investments in securities of issuers
located in emerging market or developing countries.
Foreign
Securities
Foreign
issuers generally are subject to different accounting, auditing and financial
reporting standards than U.S. issuers. There may be less
information available to the public about foreign issuers. Securities of foreign
issuers can be less liquid and experience greater price
movements. In addition, the prices of such securities may be susceptible to
influence by large traders, due to the limited size of many
foreign securities markets. Moreover, investments in certain foreign markets
that have historically been considered stable may become
more volatile and subject to increased risk due to ongoing developments and
changing conditions in such markets. Also, the growing
interconnectivity of global economies and financial markets has increased the
probability that adverse developments and conditions
in one country or region will affect the stability of economies and financial
markets in other countries or regions. In some foreign
countries, there is also the risk of government expropriation, excessive
taxation, political or social instability, the imposition of currency
controls or diplomatic developments that could affect the Fund’s
investment. There also can be difficulty obtaining and enforcing
judgments against issuers in foreign countries. Foreign stock exchanges,
broker-dealers and listed issuers may be subject to less
government regulation and oversight. The cost of investing in foreign
securities, including brokerage commissions and custodial expenses,
can be higher than the cost of investing in domestic securities.
Certain
foreign markets may rely heavily on particular industries or foreign capital and
are more vulnerable to diplomatic developments,
the imposition of economic sanctions against a particular country or countries,
organizations, companies, entities and/or
individuals, changes in international trading patterns, trade barriers and other
protectionist or retaliatory measures. International trade
barriers or economic sanctions against foreign countries, organizations,
companies, entities and/or individuals may adversely affect the
Fund’s foreign holdings or exposures. Investments in foreign markets may also be
adversely affected by less stringent investor
protections and disclosure standards, and governmental actions such as the
imposition of capital controls, nationalization of companies
or industries, expropriation of assets or the imposition of punitive taxes.
Governmental actions can have a significant effect on
the economic conditions in foreign countries, which also may adversely affect
the value and liquidity of the Fund’s
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investments.
Foreign investment in the securities markets of certain foreign countries is
restricted or controlled to varying degrees. For
example, the governments of certain countries may prohibit or impose substantial
restrictions on foreign investing in their capital markets or
in certain sectors or industries. In addition, a foreign government may limit or
cause delay in the convertibility or repatriation
of its currency which would adversely affect the U.S. dollar value and/or
liquidity of investments denominated in that currency.
Moreover, if a deterioration occurs in a country’s balance of payments, the
country could impose temporary restrictions on foreign
capital remittances. The Fund could also be adversely affected by delays in, or
a refusal to grant, any required governmental approval
for repatriation, as well as by the application to it of other restrictions on
investment. Any of these actions could severely affect
security prices, which could result in losses to the Fund and increased
transaction costs, impair the Fund’s ability to purchase or sell
foreign securities or transfer the Fund’s assets back into the United States, or
otherwise adversely affect the Fund’s operations. Certain
foreign investments may become less liquid in response to market developments or
adverse investor perceptions, or become illiquid
after purchase by the Fund, particularly during periods of market turmoil.
Certain foreign investments may become illiquid when, for
instance, there are few, if any, interested buyers and sellers or when dealers
are unwilling to make a market for certain securities.
When the Fund holds illiquid investments, its portfolio may be harder to
value.
Economic
sanctions or other similar measures may be, and have been, imposed against
certain countries, organizations, companies, entities
and/or individuals. The Fund’s investments in foreign securities are
subject to trade laws
and potential economic sanctions in
the United
States and other jurisdictions. These laws and related governmental actions,
including counter-sanctions and other retaliatory
measures, can, from time to time, prevent or prohibit the Fund from
investing in certain foreign securities. In addition, economic
sanctions could prohibit the Fund from transacting with particular
countries, organizations, companies, entities and/or individuals
by banning them from global payment systems that facilitate cross-border
payments, restricting their ability to settle securities
transactions, and freezing their assets. The imposition of sanctions and other
similar measures could, among other things, cause a
decline in the value of securities issued by the sanctioned country or companies
located in, or economically linked to, the sanctioned
country, downgrades in the credit ratings of the sanctioned country or companies
located in, or economically linked to, the
sanctioned country, devaluation of the sanctioned country’s currency, and
increased market volatility and disruption in the sanctioned
country and throughout the world. Economic sanctions or other similar measures
could, among other things, effectively restrict
or eliminate the Fund’s ability to purchase or sell securities, negatively
impact the value or liquidity of the Fund’s investments,
significantly delay or prevent the settlement of the Fund’s securities
transactions, force the Fund to sell or otherwise dispose of
investments at inopportune times or prices, increase
the Fund’s transaction costs, make the Fund’s investments more difficult
to value or impair
the Fund’s ability to meet its investment objective or invest in
accordance with its investment strategies. These
conditions may be in place for a substantial period of time and enacted with
limited advance notice to the Fund.
A
depositary receipt is generally issued by a bank or financial institution and
represents the common stock or other equity securities of a
foreign company. Depositary receipts involve many of the same risks as those
associated with direct investment in foreign securities.
In addition, the underlying issuers of certain depositary receipts, particularly
unsponsored or unregistered depositary receipts,
are under no obligation to distribute shareholder communications to the holders
of such receipts, or to pass through to them any voting
rights with respect to the deposited securities.
Emerging
Market Securities
The Fund may
invest in emerging market or developing countries, which are countries that
major international financial institutions generally
consider to be less economically mature than developed nations (such as the
United States or most nations in Western Europe).
Emerging market or developing countries may be more likely to experience
political turmoil or rapid changes in economic conditions
than more developed countries, and the financial condition of issuers in
emerging market or developing countries may be more
precarious than in other countries. Certain emerging market countries may be
subject to less stringent requirements regarding accounting,
auditing, financial reporting and record keeping and therefore, material
information related to an investment may not be available
or reliable. In addition, the Fund is limited in its ability to exercise its
legal rights or enforce a counterparty’s legal obligations
in certain jurisdictions outside of the United States, in particular, in
emerging markets countries. In addition, due to jurisdictional
limitations, U.S. authorities (e.g., SEC and the U.S. Department of Justice) may
be limited in their ability to enforce regulatory
or legal obligations in emerging market countries. In addition, emerging market
securities generally are less liquid and subject to
wider price and currency fluctuations than securities issued in more developed
countries. These characteristics result in greater
risk of price volatility in emerging market or developing countries, which may
be heightened by currency fluctuations relative to the
U.S. dollar.
Foreign
Currency
Investments
in foreign securities may be denominated in foreign currencies. The value of
foreign currencies may fluctuate relative to the value
of the U.S. dollar or other applicable foreign currency. Since the Fund may
invest in such non-U.S. dollar-denominated securities,
and therefore may convert the value of such securities into U.S. dollars,
changes in currency exchange rates can increase or decrease
the U.S. dollar value of the Fund’s assets. Currency exchange rates may
fluctuate significantly over short periods of time for a number
of reasons, including changes in interest rates and the overall economic health
of the issuer. Devaluation of a currency by a country’s
government or banking authority also will have a significant impact on the value
of any investments denominated in that
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currency.
The Adviser may use derivatives to reduce this risk. The Adviser may in its
discretion choose not to hedge against currency risk. In
addition, certain market conditions may make it impossible or uneconomical to
hedge against currency risk.
Foreign
Currency Forward Exchange Contracts
In
connection with its investments in foreign securities, the Fund also
may enter into contracts with banks, brokers or dealers to purchase
or sell securities or foreign currencies at a future date. A foreign currency
forward exchange contract is a negotiated agreement
between the contracting parties to exchange a specified amount of currency at a
specified future time at a specified rate. The rate
can be higher or lower than the spot rate between the currencies that are the
subject of the contract. Foreign currency forward
exchange contracts may be used to protect against uncertainty in the level of
future foreign currency exchange rates or to gain or modify
exposure to a particular currency. In addition, the Fund may use cross
currency hedging or proxy hedging with respect to currencies
in which the Fund has or expects to have portfolio or currency exposure. Cross
currency and proxy hedges involve the sale of one
currency against the positive exposure to a different currency and may be used
for hedging purposes or to establish an active exposure
to the exchange rate between any two currencies.
Investments
in foreign currency forward exchange contracts may substantially change the
Fund’s exposure to currency exchange rates and could
result in losses to the Fund if currencies do not perform as the Adviser
expects. The Adviser’s success in these transactions will
depend principally on its ability to predict accurately the future exchange
rates between foreign currencies and the U.S. dollar. Foreign
currency forward exchange contracts may be used for non-hedging purposes in
seeking to meet the Fund’s investment objective,
such as when the Adviser anticipates that particular non-U.S. currencies will
appreciate or depreciate in value, even though securities
denominated in those currencies are not then held in the Fund’s investment
portfolio. Investing in foreign currency forward
exchange contracts for purposes of gaining from projected changes in exchange
rates, as opposed to hedging currency risks applicable
to the Fund’s holdings, further increases the Fund’s exposure to foreign
securities losses. There is no assurance that the Adviser’s
use of currency derivatives will benefit the Fund or that they will be, or can
be, used at appropriate times.
Private
Placements and Restricted Securities
The Fund’s
investments may include privately placed securities, which are subject to resale
restrictions. These securities could have the effect
of increasing the level of Fund illiquidity to the extent the Fund may be unable
to sell or transfer these securities due to restrictions
on transfers or on the ability to find buyers interested in purchasing the
securities. Additionally, the market for certain investments
deemed liquid at the time of purchase may become illiquid under adverse market
or economic conditions. The illiquidity of the
market, as well as the lack of publicly available information regarding these
securities, may also adversely affect the ability to arrive at
a fair value for certain securities at certain times and could make it difficult
for the Fund to sell certain securities. If the Fund is forced
to sell an illiquid security to fund redemptions or for other cash needs, it may
be forced to sell the security at a loss or for less than its
fair value.
Derivatives
The Fund may,
but is not required to, use derivatives
and other similar
instruments for a variety of purposes, including hedging, risk management,
portfolio management or to earn income. Derivative instruments used by the Fund
will be counted towards the Fund’s exposure
in the types of securities listed herein to the extent they have economic
characteristics similar to such securities. A derivative is a
financial instrument whose value is based, in part, on the value of an
underlying asset, interest rate, index or financial instrument. Prevailing
interest rates and volatility levels, among other things, also affect the value
of derivative instruments. Derivatives
and other similar
instruments often have risks
similar to those of
the
underlying asset or
instrument and may
have additional risks, including imperfect
correlation between the value of the derivative and the underlying asset, risks
of default by the counterparty to certain transactions,
magnification of losses incurred due to changes in the market value of the
securities, instruments, indices or interest rates to
which the derivative instrument relates, risks that the transactions may not be
liquid, risks
arising from margin and
payment requirements,
risks arising from mispricing or valuation complexity and operational and legal
risks. The use
of derivatives involves risks that
are different from, and possibly greater than, the risks associated with other
portfolio investments. Derivatives may involve the use of
highly specialized instruments that require investment techniques and risk
analyses different from those associated with other
portfolio investments.
Certain
derivative transactions may give rise to a form of leverage. Leverage magnifies
the potential for gain and the risk of loss. Leverage
associated with derivative transactions may cause the Fund to liquidate
portfolio positions when it may not be advantageous to do
so, or may
cause the Fund
to be more volatile than if the Fund had not been leveraged. Although the
Adviser seeks to use derivatives
to further the Fund’s investment objective, there is no assurance that the use
of derivatives will achieve this result.
The
derivative instruments and techniques that the Fund may use
include:
Futures. A futures
contract is a standardized, exchange-traded agreement to buy or sell a specific
quantity of an underlying asset, reference
rate or index at a specific price at a specific future time. While the value of
a futures contract tends to increase or decrease in tandem
with the value of the underlying instrument, differences between the futures
market and the market for the underlying asset may result
in an imperfect correlation. Depending on the terms of the particular
contract, futures contracts are settled through either physical
delivery of the underlying instrument on the settlement date or by payment of a
cash settlement amount on the settlement
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date. A
decision as to whether, when and how to use futures contracts involves the
exercise of skill and judgment and even a well-conceived
futures transaction may be unsuccessful because of market behavior or unexpected
events. In addition to the derivatives risks
discussed above, the prices of futures contracts can be highly volatile, using
futures contracts can lower total return, and the potential
loss from futures contracts can exceed the Fund’s initial investment in such
contracts. No assurance can be given that a liquid
market will exist for any particular futures contract at any particular time.
There is also the risk of loss by the Fund of margin deposits
in the event of bankruptcy of a broker with which the Fund has open
positions in the futures contract.
Options.
If the Fund buys an option, it buys a legal contract giving it the right
to buy or sell a specific amount of the underlying instrument,
foreign currency or contract, such as a swap agreement or futures contract, on
the underlying instrument or foreign currency
at an agreed-upon price typically in exchange for a premium paid by the Fund. If
the Fund sells an option, it sells to another person the
right to buy from or sell to the Fund a specific amount of the underlying
instrument, swap, foreign currency, or futures contract
on the underlying instrument or foreign currency, at an agreed-upon price during
a period of time or on a specified date typically
in exchange for a premium received by the Fund. When options are purchased OTC,
the Fund bears the risk that the counterparty
that wrote the option will be unable or unwilling to perform its obligations
under the option contract. Options may also be
illiquid and the Fund may have difficulty closing out its position. A
decision as to whether, when and how to use options involves
the exercise of skill and judgment and even a well-conceived option transaction
may be unsuccessful because of market behavior
or unexpected events. The prices of options can be highly volatile and the use
of options can lower total returns.
Investments
in foreign currency options may substantially change the Fund’s exposure
to currency exchange rates and could result in losses to
the Fund if currencies do not perform as the Adviser expects. There is a risk
that such transactions may reduce or preclude the
opportunity for gain if the value of the currency should move in the direction
opposite to the position taken. The value of a foreign
currency option is dependent upon the value of the underlying foreign currency
relative to the U.S. dollar or other applicable foreign
currency. The price of the option may vary with changes in the value of either
or both currencies and has no relationship to the
investment merits of a foreign security. Options on foreign currencies are
affected by all of those factors that influence foreign exchange
rates and foreign investment generally. Unanticipated changes in currency prices
may result in losses to the Fund and poorer
overall performance for the Fund than if it had not entered into such contracts.
Options on foreign currencies are traded primarily
in the OTC market, but may also be traded on U.S. and foreign
exchanges.
Foreign
currency options contracts may be used for hedging purposes or non-hedging
purposes in pursuing the Fund’s investment objective,
such as when the Adviser anticipates that particular non-U.S. currencies will
appreciate or depreciate in value, even though securities
denominated in those currencies are not then held in the Fund’s investment
portfolio. Investing in foreign currencies for purposes
of gaining from projected changes in exchange rates, as opposed to only hedging
currency risks applicable to the Fund’s holdings,
further increases the Fund’s exposure to foreign securities losses. There is no
assurance that the Adviser’s use of currency derivatives
will benefit the Fund or that they will be, or can be, used at appropriate
times.
Swaps. The
Fund may enter into OTC swap contracts or cleared swap transactions. An OTC swap
contract is an agreement between two
parties pursuant to which the parties exchange payments at specified dates on
the basis of a specified notional amount, with the payments
calculated by reference to specified securities, indices, reference rates,
currencies or other instruments. Typically swap agreements
provide that when the period payment dates for both parties are the same, the
payments are made on a net basis (i.e., the two
payment streams are netted out, with only the net amount paid by one party to
the other). The Fund’s obligations or rights under a
swap contract entered into on a net basis will generally be equal only to the
net amount to be paid or received under the agreement,
based on the relative values of the positions held by each party. Cleared swap
transactions may help reduce counterparty credit
risk. In a cleared swap, the Fund’s ultimate counterparty is a
clearinghouse rather than a swap dealer, bank or other financial institution.
OTC swap agreements are not entered into or traded on exchanges and often there
is no central clearing or guaranty function
for swaps. These OTC swaps are often subject to credit risk or the risk of
default or non-performance by the counterparty. Certain
swaps have begun trading on exchanges called swap execution facilities. Exchange
trading is expected to increase liquidity of swaps
trading. Both OTC and cleared swaps could result in losses if interest rates,
foreign currency exchange rates or other factors are not
correctly anticipated by the Fund or if the reference index, security or
investments do not perform as expected. The Dodd-Frank Wall
Street Reform and Consumer Protection Act and related regulatory developments
require the clearing and exchange trading of certain
standardized swap transactions. Mandatory exchange-trading and clearing is
occurring on a phased-in basis. The Fund
may pay fees
or incur costs each time it enters into, amends or terminates a swap
agreement.
Structured
Investments. The Fund also
may invest a portion of its assets in structured investments. A structured
investment is a derivative
security designed to offer a return linked to a particular underlying security,
currency, commodity or market. Structured investments
may come in various forms including notes (such as exchange-traded notes),
warrants and options to purchase securities. The Fund
will typically use structured investments to gain exposure to a permitted
underlying security, currency, commodity or market
when direct access to a market is limited or inefficient from a tax or cost
standpoint. There can be no assurance that structured
investments will trade at the same price or have the same value as the
underlying security, currency, commodity or market. Investments
in structured investments involve risks including issuer risk, counterparty risk
and market risk. Holders of structured investments
bear risks of the underlying investment and are subject to issuer or
counterparty risk because the Fund is relying on the creditworthiness
of such issuer or counterparty and has no rights with respect to the underlying
investment. Certain structured
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investments
may be thinly traded or have a limited trading market and may have the effect of
increasing the Fund’s illiquidity to the extent
that the Fund, at a particular point in time, may be unable to find qualified
buyers for these securities.
REITs
and Foreign Real Estate Companies
Investing
in REITs and foreign real estate companies exposes investors to the risks
of owning real estate directly, as well as to risks that
relate specifically to the way in which REITs and foreign real estate companies
are organized and operated. REITs and foreign real
estate companies generally invest directly in real estate, in mortgages or in
some combination of the two.
Operating
REITs and
foreign real estate companies requires
specialized management skills and the Fund indirectly bears management
expenses along with the direct expenses of the Fund. The value of
REIT and
foreign real estate company
securities will also rise
and fall in response to the management skill and creditworthiness of the issuer.
In particular, the value of these securities may decline
when interest rates rise and will also be affected by the real estate market and
by the management or development of the underlying
properties, which may also be subject to mortgage loans and the underlying
mortgage loans may be subject to the risks of default.
REITs may be more volatile and/or more illiquid than other types of securities,
and publicly traded REIT and real estate company
shares are also subject to risks associated with equity securities. In addition,
individual REITs and
foreign real estate companies
may own a limited number of properties and may concentrate in a particular
region or property type. REITs may also be subject to
heavy cash flow dependency, default by borrowers and
self-liquidation.
REITs also
must satisfy specific requirements of Internal Revenue Code of 1986, as
amended, in order to qualify for tax-free pass-through
income. The failure of a company to qualify as a REIT could have adverse
consequences for the Fund, including significantly
reducing the return to the Fund on its investment in such company. Foreign
real estate companies may be subject to laws,
rules and regulations governing those entities and their failure to comply with
those laws, rules and regulations could negatively impact the
performance of those entities. In addition, REITs and foreign real estate
companies, like mutual funds, have expenses, including
management and administration fees, that are paid by their shareholders. As a
result, shareholders will directly bear the expenses
of their investment in the Fund and indirectly bear the expenses of the Fund’s
investments when the Fund invests in REITs and
foreign real estate companies.
Exchange-Traded
Funds
The Fund
may invest in exchange-traded funds (“ETFs”). ETFs seek to track the performance
of various portions or segments of the equity and
fixed-income markets. Shares of ETFs have many of the same risks as direct
investments in common stocks or bonds. In addition,
the market value of ETF shares may differ from their net asset value per share
(“NAV”) because the supply and demand in the market
for ETF shares at any point in time is not always identical to the supply and
demand in the market for the underlying securities.
Also, ETFs that track particular indices typically will be unable to match the
performance of the index exactly due to, among
other things, the ETF’s operating expenses and transaction costs. ETFs typically
incur fees that are separate from those fees incurred
directly by the Fund. Therefore, as a shareholder in an ETF, the Fund would bear
its ratable share of that entity’s expenses. At the
same time, the Fund would continue to pay its own investment management fees and
other expenses. As a result,
shareholders will
directly bear the expenses of their investment in a Fund and indirectly bear the
expenses of a Fund’s investments in ETFs with
respect to
investments in ETFs.
Focused
Investing
To the
extent that the Fund invests in a limited number of issuers, the Fund will be
more susceptible to negative events affecting those
issuers and a decline in the value of a particular instrument may cause the
Fund’s overall value to decline to a greater degree than if
the Fund were invested more widely.
IPOs
The
Fund 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 Fund’s purchase of
shares issued in IPOs exposes it to the risks associated with
companies that have little operating history as public companies, including
unseasoned trading, small number of shares available for
trading and limited information about the issuer, as well as to the risks
inherent in those sectors of the market where these new issuers
operate. The market for IPO issuers may be volatile, and share prices of
newly-public companies have fluctuated significantly over short
periods of time. IPOs may produce high, double-digit returns. Such returns are
highly unusual and may not be sustainable.
Special
Purpose Acquisition Companies
A special
purpose acquisition company (“SPAC”) is a publicly traded company that raises
investment capital for the purpose of acquiring
or merging with an existing company. Typically, the acquisition target is an
existing privately held company that wants to trade
publicly, which it accomplishes through a combination with a SPAC rather than by
conducting a traditional initial public offering
(“IPO”). SPACs and similar entities are blank check companies and do not have
any operating history or ongoing business other than
seeking acquisitions. The long term value of a SPAC’s securities is particularly
dependent on the ability of the SPAC’s management
to identify a merger target and complete an acquisition.
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An
investment in a SPAC is subject to the risks that any proposed acquisition or
merger may not obtain the requisite approval of SPAC
shareholders, may require governmental or other approvals that it fails to
obtain or that an acquisition or merger, once effected,
may prove unsuccessful and lose value. In addition, among other conflicts of
interest, the economic interests of the management,
directors, officers and related parties of a SPAC can differ from the economic
interests of public shareholders, which may lead
to conflicts as they evaluate, negotiate and recommend business combination
transactions to shareholders. This risk may become
more acute as the deadline for the completion of a business combination nears or
in the event that attractive acquisition or merger
targets become scarce.
An
investment in a SPAC is also subject to the risk that a significant portion of
the funds raised by the SPAC may be expended during the
search for a target acquisition or merger. The value of investments in SPACs may
be highly volatile and may depreciate over time.
In addition, investments in SPACs may be subject to the same risks as investing
in any initial public offering, including the risks
associated with companies that have little operating history as public
companies, including unseasoned trading, small number of
shares available for trading and limited information about the issuer. In
addition, the market for IPO issuers may be volatile,
and share prices of newly-public companies have fluctuated significantly over
short periods of time. Although some IPOs may
produce high returns, such returns are not typical and may not be sustainable.
Certain investments in SPACs are privately placed securities
and are also subject to the risks of such securities.
Sector
Risk
The Fund
may, from time to time, invest more heavily in companies in a particular
economic sector or sectors. Economic or regulatory
changes adversely affecting such sectors may have more of an impact on the
Fund’s performance than if the Fund held a broader
range of investments.
Investment
Discretion
In
pursuing the Fund’s investment objective, the Adviser has considerable leeway in
deciding which investments it buys, holds or sells on a
day-to-day basis, and which trading strategies it uses. For example, the
Adviser, in its discretion, may determine to use some permitted
trading strategies while not using others. The success or failure of such
decisions will affect the Fund’s performance.
Information
Technology Sector Risk
To the
extent the Fund invests significantly in the information technology sector, the
value of Fund shares may be particularly impacted
by events that adversely affect the information technology sector, such as rapid
changes in technology product cycles, competition
for the services of qualified personnel and government regulation. The products
of information technology companies may face
product obsolescence due to rapid technological developments and frequent new
product introduction and unpredictable changes in
growth rates. Companies in the information technology sector also can be heavily
dependent on patent protection and the expiration
of patents may adversely affect the profitability of these companies. As a
result, the value of shares may fluctuate more than that of a
fund that does not invest significantly in companies in the technology
sector.
Large
Shareholder Transactions Risk
The Fund
may experience adverse effects when certain shareholders, or
shareholders collectively, purchase
or redeem large amounts of shares
of the Fund. Such larger than normal redemptions may cause the Fund to
sell portfolio securities at times when it would not
otherwise do so, which may negatively impact the Fund’s NAV and liquidity.
Similarly,
large Fund share purchases may adversely
affect the Fund’s performance to the extent that the Fund is delayed in
investing new cash and is required to maintain a larger
cash position than it ordinarily would. These
transactions may also accelerate the realization of taxable income to
shareholders if such
sales of investments resulted in gains, and may also increase transaction costs.
In
addition, a large redemption could result in the Fund’s
current expenses being allocated over a smaller asset base, leading to an
increase in the Fund’s expense ratio. Although large
shareholder transactions may be more frequent under certain circumstances,
the Fund is generally subject to the risk that shareholders
can purchase or redeem a significant percentage of Fund shares at any
time.
Liquidity
The Fund may
make investments that are illiquid or restricted or that may become illiquid
or less
liquid in response to overall economic
conditions or adverse investor perceptions, and which may entail greater risk
than investments in other types of securities. Illiquidity
can be caused by, among other things, a drop in overall market trading volume,
an inability to find a willing buyer, or legal restrictions
on the securities’ resale. These
investments may be more difficult to value or sell, particularly in times of
market turmoil, and there
may be little trading in the secondary market available for particular
securities. Liquidity
risk may be magnified in a market where
credit spread and interest rate volatility is rising and where investor
redemptions from fixed-income mutual funds may be higher
than normal. If
the Fund is forced to sell an illiquid or restricted security to fund
redemptions or for other cash needs, it may be forced
to sell the security at a loss or for less than its fair value.
Temporary
Defensive Investments
When the
Adviser believes that changes in market, economic, political or other conditions
warrant, the Fund may invest without limit in
cash, cash equivalents or other fixed-income securities for temporary defensive
purposes that may be inconsistent with the Fund’s
principal investment strategies. If the Adviser incorrectly predicts the effects
of these changes, such defensive investments may
Morgan
Stanley Variable Insurance Fund | Additional
Risk Factors and Information
Additional
Risk Factors and Information (Con’t)
adversely
affect the Fund’s performance and the Fund may not achieve its investment
objective.
Morgan
Stanley Variable Insurance Fund | Fund
Management
Adviser
Morgan
Stanley Investment Management Inc., with principal offices at 522 Fifth Avenue,
New York, NY 10036, conducts a worldwide
portfolio management business and provides a broad range of portfolio management
services to customers in the United States and
abroad. Morgan Stanley (NYSE: “MS”) is the parent of the Adviser, which is the
parent of the Distributor. Morgan Stanley is
a preeminent global financial services firm engaged in securities trading and
brokerage activities, as well as providing investment
banking, research and analysis, financing and financial advisory services. As of
December 31, 2022, the
Adviser, together with its
affiliated asset management companies, had approximately $1.3 trillion
in assets under management or supervision.
The
Adviser and/or the Distributor may pay compensation (out of their own funds and
not as an expense of the Fund) to certain affiliated
or unaffiliated brokers, dealers and/or certain insurance companies or other
financial intermediaries or service providers in connection
with the sale, distribution, marketing and/or retention of shares of the Fund
and/or shareholder servicing. Such compensation
may be significant in amount and the prospect of receiving any such compensation
may provide such affiliated or unaffiliated
entities with an incentive to favor sales of the Fund’s shares over other
investment options. Any such payments will not change the
NAV or the price of the Fund’s shares. For more information, please see the
Fund’s SAI.
Advisory
Fee
For the
fiscal year ended December 31, 2022, the
Adviser received a fee for advisory services (net of fee waivers, if applicable)
equal to 0.29% of the
Fund’s average daily net assets.
The
Adviser has agreed to reduce its advisory fee and/or reimburse the Fund, if
necessary, if such fees would cause the total annual operating
expenses of the Fund to exceed 0.57% of average daily net assets for Class
I. In
determining the actual amount of fee waiver
and/or expense reimbursement for the Fund, if any, the Adviser excludes from
total annual operating expenses, acquired fund fees and
expenses (as applicable), certain investment related expenses, taxes, interest
and other extraordinary expenses (including litigation).
The fee waivers and/or expense reimbursements for the Fund will continue for at
least one year from the date of this Prospectus
or until such time as the Company’s Board of Directors acts to discontinue all
or a portion of such waivers and/or reimbursements
when it deems such action is appropriate. The Adviser may make additional
voluntary fee waivers and/or expense reimbursements.
The Adviser may discontinue these voluntary fee waivers and/or expense
reimbursements at any time in the future.
The Fund’s
annual operating expenses may vary throughout the period and from year to year.
The Fund’s actual expenses may be different
than the expenses listed in the Fund’s fee and expense table based upon the
extent and amount of a fee waiver and/or expense
reimbursement.
A
discussion regarding the Board of Directors’ approval of the investment advisory
agreement is available in the Fund’s Semi-Annual Report to
Shareholders for the period ended June 30, 2022.
Portfolio
Management
The Fund
is managed by members of Counterpoint Global. Counterpoint Global consists of
portfolio managers and analysts. Current
members of Counterpoint Global jointly and primarily responsible for the
day-to-day management of the Fund are Dennis P. Lynch,
Sam G. Chainani, Jason C. Yeung, Armistead B. Nash, David S. Cohen and
Alexander T. Norton.
Mr. Lynch
has been associated with the Adviser in an investment management capacity since
1998. Mr. Chainani has been associated with the
Adviser in an investment management capacity since 1996. Messrs. Yeung and Nash
have been associated with the Adviser in an
investment management capacity since 2002. Mr. Cohen has been associated
with the Adviser in an investment management capacity
since 1993. Mr. Norton has been associated with the Adviser in an investment
management capacity since 2000.
Mr. Lynch
is the lead portfolio manager of the Fund. Messrs. Chainani, Yeung, Nash, Cohen
and Norton are co-portfolio managers. Members of
Counterpoint Global collaborate to manage the assets of the Fund.
The Fund’s
SAI provides additional information about the portfolio managers’ compensation
structure, other accounts managed by the
portfolio managers and the portfolio managers’ ownership of securities in the
Fund.
The
composition of Counterpoint Global may change from time to
time.
Morgan
Stanley Variable Insurance Fund | Shareholder
Information
Share
Class
This
Prospectus offers Class I shares of the Fund. The Company also offers Class II
shares of the Fund through a separate prospectus. Class II
shares are subject to higher expenses due to the imposition of a 12b-1 fee. For
eligibility information, contact your insurance company or
qualified pension or retirement plan.
Purchasing
and Selling Fund Shares
Shares are
offered on each day that the New York Stock Exchange (the “NYSE”) is open for
business except as noted below.
The Fund
offers its shares only to insurance companies (and other funds that serve as
underlying investment options for variable insurance
and annuity contracts (i.e., variable insurance funds)) for separate
accounts that they establish to fund variable life insurance
and variable annuity contracts, and to other entities under qualified pension
and retirement plans. An insurance company purchases
or redeems shares of the Fund based on, among other things, the amount of net
contract premiums or purchase payments allocated
to a separate account investment division, transfers to or from a separate
account investment division, contract loans and repayments,
contract withdrawals and surrenders, and benefit payments. The contract
prospectus describes how contract owners may allocate,
transfer and withdraw amounts to, and from, separate accounts.
The Fund
normally makes payment for all shares redeemed within one business day of
receipt of the request, and in no event more than seven
days after receipt of a redemption request in good order (other than as set
forth below). However, contract owners who allocate a
portion of their contract to the Fund through the variable life insurance or
variable annuity contracts previously described do not
deal directly with the Fund to purchase and redeem shares. Please refer to the
prospectus of the variable life insurance policy or
variable annuity contract for information on the allocation, transfer and
withdrawal of amounts to, and from, separate accounts.
The Fund
typically expects to meet redemption requests by using a combination of sales of
securities held by the Fund and/or holdings
of cash and cash equivalents. On a less regular basis, the Fund also reserves
the right to use borrowings to meet redemption requests,
and the Fund may use these methods during both normal and stressed market
conditions.
The
Company may suspend redemption privileges or postpone the date of payment for
more than seven days (i) during any period that the
NYSE is closed other than customary week-end and holiday closings, or trading on
the NYSE is restricted as determined by the SEC,
(ii) during any period when an emergency exists as defined by the rules of the
SEC as a result of which it is not reasonably practicable
for the Fund to dispose of securities owned by it, or fairly to determine the
value of its assets and (iii) for such other periods as
the SEC may permit.
The Fund
currently does not foresee disadvantages to variable product contract
owners or qualified plan participants arising out of the fact
that the Fund offers its shares to separate accounts of various insurance
companies that offer different types of variable annuity
and variable life insurance products and various other entities under qualified
pension and retirement plans. Nevertheless material
irreconcilable conflicts may possibly arise among the interests of these
investors. The Board of Directors that oversees the Fund
intends to monitor events to identify any such material irreconcilable conflicts
and to determine what action, if any, should be taken in
response.
Pricing
of Fund Shares
The price
per share will be the NAV next determined after the Company or the insurance
company receives a shareholder’s purchase or
redemption order in good order. NAV is the value of one share’s portion of all
of the net assets in the Fund. The Company determines
the NAV for the Fund as of the close of the NYSE (normally 4:00 p.m. Eastern
time) on each day that the NYSE is open for
business. Shares will generally not be priced on days that the NYSE is closed.
The Fund may elect to remain open and price its shares on
days when the NYSE is closed but the primary securities markets on which the
Fund’s securities trade remain open. If the NYSE is
closed due to inclement weather, technology problems or any other reason on a
day it would normally be open for business, or the
NYSE has an unscheduled early closing on a day it has opened for business, the
Fund reserves the right to treat such day as a business
day and accept purchase and redemption orders until, and calculate its NAV as
of, the normally scheduled close of regular trading on
the NYSE for that day, so long as the Adviser believes there generally remains
an adequate market to obtain reliable and accurate
market quotations.
Trading of
securities that are primarily listed on foreign exchanges may take place on
weekends and other days when the Fund does not price
its shares. Therefore, to the extent, if any, that the Fund invests in
securities primarily listed on foreign exchanges, the value of the
Fund’s securities may change on days when shareholders will not be able to
purchase or sell their shares.
About
Net Asset Value
The NAV of
Class I shares is determined by dividing the total of the value of the Fund’s
investments and other assets attributable to Class I,
less any liabilities attributable to Class I, by the total number of outstanding
shares of Class I. In making this calculation, the Fund
generally values its
portfolio securities and other assets at market
price. When no
market quotations are readily available for a security
or other asset, including circumstances under which the Adviser determines that
a market quotation is not accurate, fair value for the
security or other asset will be
determined in good faith using
methods approved by the Board of Directors. In addition, with
Morgan
Stanley Variable Insurance Fund |
Shareholder Information
Shareholder
Information (Con’t)
respect to
securities that primarily are listed on foreign exchanges, when an event occurs
after the close of such exchanges that is likely to have
changed the value of the securities (e.g., a percentage change in value of one
or more U.S. securities indices in excess of specified
thresholds), such securities will be valued at their fair value, as determined
under procedures established by the Company’s Board of
Directors. Securities also may be fair valued in the event of a significant
development affecting a country or region or an issuer
specific development that is likely to have changed the value of the security.
In these cases, the Fund’s NAV will reflect certain portfolio
securities’ fair value rather than their market price. To the extent the Fund
invests in open-end management companies (other
than ETFs) that are registered under the Investment Company Act of 1940, as
amended (the “1940 Act”), the Fund’s NAV is calculated
based, in relevant part, upon the NAV of such funds. The prospectuses for such
funds explain the circumstances under which they
will use fair value pricing and its effects.
Fair value
pricing involves subjective judgments and it is possible that the fair value
determined for a security or other asset is materially
different than the value that could be realized upon the sale of that security
or other asset. With
respect to securities that are
primarily listed on foreign exchanges, the values of a Fund’s portfolio
securities may change on days when you will not be able to purchase
or sell your shares. The NAV of a Fund (excluding any applicable sales charges)
is based on the value of the Fund’s portfolio securities
or other assets. Although the assets of each class are invested in the same
portfolio of securities or other assets, the NAV of each class
will differ because the classes have different class specific
expenses.
The Fund
relies on various sources to calculate its NAV. The ability of the Fund’s
provider of administrative services to calculate the NAV per
share of the Fund is subject to operational risks associated with processing or
human errors, systems or technology failures, cyber
attacks and errors caused by third party service providers, data sources or
trading counterparties. Such failures may result in delays in
calculating the Fund’s NAV and/or the inability to calculate NAV over extended
periods. The Fund may be unable to recover
any losses associated with such failures. In addition, if the third party
service providers and/or data sources upon which the Fund
directly or indirectly relies to calculate its NAV or price individual
securities are unavailable or otherwise unable to calculate the NAV
correctly, it may be necessary for alternative procedures to be utilized to
price the securities at the time of determining the Fund’s
NAV.
The NAV of
Class I shares will differ from that of Class II shares because of
class-specific expenses that each class may pay.
Dividends
and Distributions
The Fund
distributes its net investment income, if any, at least annually as dividends
and makes distributions of its net realized capital
gains, if any, at least annually.
Taxes
The Fund
expects that it will not have to pay federal income taxes if it distributes
annually all of its net investment income and net realized
capital gains. The Fund does not expect to be subject to federal excise taxes
with respect to undistributed income.
The Fund
may be subject to foreign withholding taxes with respect to its income from
foreign jurisdictions. Special rules apply to certain
transactions in a foreign currency.
Special
tax rules apply to life insurance companies, variable annuity contracts and
variable life insurance contracts. For information on federal
income taxation of a life insurance company with respect to its receipt of
distributions from the Fund and federal income taxation
of owners of variable annuity or variable life insurance contracts, refer to the
contract prospectus.
Because
each investor’s tax circumstances are unique and the tax laws may change,
shareholders should consult a tax advisor about the
federal, state and local tax consequences applicable to their
investment.
Frequent
Purchases and Redemptions of Shares
Frequent
purchases and redemptions of shares pursuant to the instructions of insurance
company contract owners or qualified plan participants
is referred to as “market-timing” or “short-term trading” and may present risks
for other contract owners or participants with
long-term interests in the Fund, which may include, among other things, dilution
in the value of the Fund’s shares indirectly held by
contract owners or participants with long-term interests in the Fund,
interference with the efficient management of the Fund,
increased brokerage and administrative costs and forcing the Fund to hold excess
levels of cash.
In
addition, the Fund is subject to the risk that market-timers and/or short-term
traders may take advantage of time zone differences between
the foreign markets on which the Fund’s securities trade and the time the Fund’s
NAV is calculated (“time-zone arbitrage”). For
example, a market-timer may submit instructions for the purchase of shares of
the Fund based on events occurring after foreign market
closing prices are established, but before the Fund’s NAV calculation that are
likely to result in higher prices in foreign markets
the following day. The market-timer would submit instructions to redeem the
Fund’s shares the next day when the Fund’s share
price would reflect the increased prices in foreign markets for a quick profit
at the expense of contract owners or participants with
long-term interests in the Fund.
Morgan
Stanley Variable Insurance Fund | Shareholder
Information
Shareholder
Information (Con’t)
Investments
in other types of securities also may be susceptible to short-term trading
strategies. These investments include securities that are,
among other things, thinly traded, traded infrequently or relatively illiquid,
which have the risk that the current market price for the
securities may not accurately reflect current market values. A contract owner
may seek to engage in short-term trading to take advantage
of these pricing differences (referred to as “price-arbitrage”). Investments in
certain fixed-income securities, such as high yield
bonds, may be adversely affected by price arbitrage trading strategies. The
Fund’s policies with respect to valuing portfolio securities
are described above in “About Net Asset Value.”
The
Company’s Board of Directors has adopted policies and procedures to discourage
frequent purchases and redemptions of Fund shares by
Fund shareholders. Insurance companies or qualified plans generally do not
provide specific contract owner or plan participant
transaction instructions to the Fund on an ongoing basis. Therefore, to some
extent, the Fund relies on the insurance companies
and qualified plans to monitor frequent short-term trading by contract owners.
However, the Fund has entered into agreements
with insurance companies and qualified plans whereby the insurance companies and
qualified plans are required to provide
certain contract owner identification and transaction information upon the
Fund’s request. The Fund may use this information
to help identify and prevent market-timing activity in the Fund. There can be no
assurance that the Fund will be able to identify
or prevent all market-timing activity.
If the
Fund identifies suspected market-timing activity, the insurance company or
qualified plan will be contacted and asked to take steps to
prevent further market-timing activity (e.g., sending warning letters or
blocking frequent trading by underlying contract owners or
participants). Insurance companies may be prohibited by the terms of the
underlying insurance contract from restricting short-term
trading of mutual fund shares by contract owners, thereby limiting the ability
of such insurance company to implement remedial
steps to prevent market-timing activity in the Fund. If the insurance company or
qualified plan is unwilling or unable to take
remedial steps to discourage or prevent frequent trading, or does not take
action promptly, certain contract owners or participants
may be able to engage in frequent trading to the detriment of contract owners or
participants with long-term interests in the Fund.
If the insurance company or qualified plan refuses to take remedial action, or
takes action that the Fund deems insufficient,
a determination will be made whether it is appropriate to terminate the
relationship with such insurance company or qualified
plan.
Portfolio
Holdings Information
A
description of the Company’s policies and procedures with respect to the
disclosure of the Fund’s securities is available in the Fund’s
SAI.
Morgan
Stanley Variable Insurance Fund |
Shareholder Information
Shareholder
Information (Con’t)
Potential
Conflicts of Interest
As a
diversified global financial services firm, Morgan Stanley, the parent company
of the Adviser, engages in a broad spectrum of activities,
including financial advisory services, investment management activities,
lending, commercial banking, sponsoring and managing
private investment funds, engaging in broker-dealer transactions and principal
securities, commodities and foreign exchange
transactions, research publication and other activities. In the ordinary course
of its business, Morgan Stanley is a full-service investment
banking and financial services firm and therefore engages in activities where
Morgan Stanley’s interests or the interests of its
clients may conflict with the interests of the Fund. Morgan Stanley advises
clients and sponsors, manages or advises other investment
funds and investment programs, accounts and businesses (collectively, together
with any new or successor funds, programs,
accounts or businesses, the ‘‘Affiliated Investment Accounts’’) with a wide
variety of investment objectives that in some instances
may overlap or conflict with the Fund’s investment objectives and present
conflicts of interest. In addition, Morgan Stanley may also
from time to time create new or successor Affiliated Investment Accounts that
may compete with the Fund and present similar
conflicts of interest. The discussion below enumerates certain actual, apparent
and potential conflicts of interest. There is no assurance
that conflicts of interest will be resolved in favor of Fund shareholders and,
in fact, they may not be. Conflicts of interest not
described below may also exist.
For more
information about conflicts of interest, see the section entitled “Potential
Conflicts of Interest” in the SAI.
Material
Nonpublic Information. It is
expected that confidential or material nonpublic information regarding an
investment or potential
investment opportunity may become available to the Adviser. If such information
becomes available, the Adviser may be precluded
(including by applicable law or internal policies or procedures) from pursuing
an investment or disposition opportunity with
respect to such investment or investment opportunity. Morgan Stanley has
established certain information barriers and other policies
to address the sharing of information between different businesses within Morgan
Stanley. In limited circumstances, however,
including for purposes of managing business and reputational risk, and subject
to policies and procedures and any applicable
regulations, personnel, including personnel of the investment adviser, on one
side of an information barrier may have access to
information and personnel on the other side of the information barrier through
“wall crossings.” The Adviser faces conflicts of
interest in determining whether to engage in such wall crossings. Information
obtained in connection with such wall crossings may limit or
restrict the ability of the Adviser to engage in or otherwise effect
transactions on behalf of the Fund (including purchasing or selling
securities that the Adviser may otherwise have purchased or sold for the Fund in
the absence of a wall crossing).
Investments
by Morgan Stanley and its Affiliated Investment Accounts. In
serving in multiple capacities to Affiliated Investment Accounts,
Morgan Stanley, including the Adviser and the Investment team, may have
obligations to other clients or investors in Affiliated
Investment Accounts, the fulfillment of which may not be in the best interests
of the Fund or its shareholders. The Fund’s investment
objectives may overlap with the investment objectives of certain Affiliated
Investment Accounts. As a result, the members of an
Investment team may face conflicts in the allocation of investment opportunities
among the Fund and other investment funds, programs,
accounts and businesses advised by or affiliated with the Adviser. Certain
Affiliated Investment Accounts may provide for higher
management or incentive fees or greater expense reimbursements or overhead
allocations, all of which may contribute to this conflict
of interest and create an incentive for the Adviser to favor such other
accounts. To seek to reduce potential conflicts of interest
and to attempt to allocate such investment opportunities in a fair and equitable
manner, the Adviser has implemented allocation
policies and procedures. These policies and procedures are intended to give all
clients of the Adviser, including the Fund, fair
access to investment opportunities consistent with the requirements of
organizational documents, investment strategies, applicable
laws and regulations, and the fiduciary duties of the
Adviser.
Payments
to Broker-Dealers and Other Financial Intermediaries. The
Adviser and/or the Distributor may pay compensation, out of their own
funds and not as an expense of the Fund, to certain Financial Intermediaries
(which may include affiliates of the Adviser and
Distributor), including recordkeepers and administrators of various deferred
compensation plans, in connection with the sale, distribution,
marketing and retention of shares of the Fund and/or shareholder servicing. The
prospect of receiving, or the receipt of, additional
compensation, as described above, by Financial Intermediaries may provide such
Financial Intermediaries and their financial
advisors and other salespersons with an incentive to favor sales of shares of
the Fund over other investment options with respect to
which these Financial Intermediaries do not receive additional compensation (or
receives lower levels of additional compensation).
These payment arrangements, however, will not change the price that an investor
pays for shares of the Fund or the amount
that the Fund receives to invest on behalf of an investor. Investors may wish to
take such payment arrangements into account when
considering and evaluating any recommendations relating to Fund shares and
should review carefully any disclosures provided by
Financial Intermediaries as to their compensation. In addition, in certain
circumstances, the Adviser restricts, limits or reduces the amount of
the Fund’s investment, or restricts the type of governance or voting rights it
acquires or exercises, where the Fund (potentially
together with Morgan Stanley) exceeds a certain ownership interest, or possesses
certain degrees of voting or control or has other
interests.
Morgan
Stanley Trading and Principal Investing Activities.
Notwithstanding anything to the contrary herein, Morgan Stanley will
generally
conduct its sales and trading businesses, publish research and analysis, and
render investment advice without regard for the Fund’s
holdings, although these activities could have an adverse impact on the value of
one or more of the Fund’s investments, or
Morgan
Stanley Variable Insurance Fund | Shareholder
Information
Shareholder
Information (Con’t)
could
cause Morgan Stanley to have an interest in one or more portfolio investments
that is different from, and potentially adverse to, that
of the Fund.
Morgan
Stanley’s Investment Banking and Other Commercial Activities. Morgan
Stanley advises clients on a variety of mergers, acquisitions,
restructuring, bankruptcy and financing transactions. Morgan Stanley may act as
an advisor to clients, including other investment
funds that may compete with the Fund and with respect to investments that the
Fund may hold. Morgan Stanley may give
advice and take action with respect to any of its clients or proprietary
accounts that may differ from the advice given, or may involve an
action of a different timing or nature than the action taken, by the Fund.
Morgan Stanley may give advice and provide recommendations
to persons competing with the Fund and/or any of the Fund’s investments that are
contrary to the Fund’s best interests
and/or the best interests of any of its investments. Morgan Stanley’s activities
on behalf of its clients (such as engagements as an
underwriter or placement agent) may restrict or otherwise limit investment
opportunities that may otherwise be available to the Fund.
Morgan
Stanley may be engaged to act as a financial advisor to a company in connection
with the sale of such company, or subsidiaries
or divisions thereof, may represent potential buyers of businesses through its
mergers and acquisition activities and may provide
lending and other related financing services in connection with such
transactions. Morgan Stanley’s compensation for such activities
is usually based upon realized consideration and is usually contingent, in
substantial part, upon the closing of the transaction.
Under these circumstances, the Fund may be precluded from participating in a
transaction with or relating to the company
being sold or participating in any financing activity related to a merger or an
acquisition.
Morgan
Stanley Variable Insurance Fund | Consolidated
Financial Highlights
Consolidated
Financial Highlights
The
consolidated financial highlights table that follows is intended to help you
understand the financial performance of the Fund’s Class I
shares for the past five years. Certain information reflects financial results
for a single Fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the Fund (assuming reinvestment of all dividends
and distributions). In addition, this performance information does not include
the impact of any charges by your insurance company.
If it did, returns would be lower.
The ratios
of expenses to average net assets listed in the table below for Class I shares
are based on the average net assets of the Fund for each
of the periods listed in the table. To the extent that the Fund’s average net
assets decrease over the Fund’s next fiscal year, such
expense ratios can be expected to increase, potentially significantly, because
certain fixed costs will be spread over a smaller amount of
assets.
The
information below has been derived from the consolidated financial statements
audited by Ernst & Young LLP, the Fund’s independent
registered public accounting firm. Ernst & Young LLP’s report, along with
the Fund’s consolidated financial statements,
are incorporated by reference into the Fund’s SAI. The Annual Report to
Shareholders (which includes the Fund’s consolidated
financial statements) and SAI are available at no cost from the Company at the
toll-free number noted on the back cover to
this Prospectus or from your insurance company.
Morgan
Stanley Variable Insurance Fund | Consolidated
Financial Highlights
|
|
|
|
|
|
|
|
|
| |
|
|
Class
I |
|
Year
Ended December 31, |
Selected
Per Share Data and Ratios |
2022 |
2021 |
2020(1)
|
2019(1)
|
2018(1)
|
Net
Asset Value, Beginning of Period |
$ |
53.72 |
$ |
70.24 |
$ |
35.80 |
$ |
28.62 |
$ |
32.38 |
Income
(Loss) from Investment Operations: |
Net
Investment Loss(2)
|
|
(0.07) |
|
(0.35) |
|
(0.28) |
|
(0.14) |
|
(0.14) |
Net
Realized and Unrealized Gain (Loss) |
|
(30.00) |
|
2.53 |
|
40.32 |
|
9.23 |
|
3.34 |
Total
from Investment Operations |
|
(30.07) |
|
2.18 |
|
40.04 |
|
9.09 |
|
3.20 |
Distributions
from and/or in Excess of: |
Net
Realized Gain |
|
(14.67) |
|
(18.70) |
|
(5.60) |
|
(1.91) |
|
(6.96) |
Net
Asset Value, End of Period |
$ |
8.98 |
$ |
53.72 |
$ |
70.24 |
$ |
35.80 |
$ |
28.62 |
Total
Return(3)
|
|
(60.07)% |
|
0.10% |
|
117.31% |
|
31.81% |
|
7.54% |
Ratios
to Average Net Assets and Supplemental Data: |
Net
Assets, End of Period (Thousands) |
$ |
220,167 |
$ |
645,473 |
$ |
737,155 |
$ |
386,720 |
$ |
126,941 |
Ratio
of Expenses Before Expense Limitation |
|
0.78% |
|
0.74% |
|
0.74% |
|
0.78% |
|
N/A |
Ratio
of Expenses After Expense Limitation |
|
0.57%(4)
|
|
0.57%(4)
|
|
0.56%(4)
|
|
0.61%(4)(5)
|
|
0.79%(4)
|
Ratio
of Net Investment Loss |
|
(0.39)%(4)
|
|
(0.52)%(4)
|
|
(0.55)%(4)
|
|
(0.41)%(4)
|
|
(0.39)%(4)
|
Ratio
of Rebate from Morgan Stanley Affiliates |
|
0.00%(6)
|
|
0.00%(6)
|
|
0.01% |
|
0.01% |
|
0.00%(6)
|
Portfolio
Turnover Rate |
|
41% |
|
59% |
|
55% |
|
95% |
|
56% |
| |
(1) |
Not
consolidated. |
(2) |
Per
share amount is based on average shares outstanding. |
(3) |
Calculated
based on the net asset value as of the last business day of the period.
Performance does not reflect fees and expenses imposed by your insurance
company’s
separate account. If performance information included the effect of these
additional charges, the total return would be lower. |
(4) |
The
Ratio of Expenses After Expense Limitation and Ratio of Net Investment
Loss reflect the rebate of certain Fund expenses in connection with the
investments in
Morgan Stanley affiliates during the period. The effect of the rebate on
the ratios is disclosed in the above table as “Ratio of Rebate from Morgan
Stanley Affiliates.” |
(5) |
Effective
April 29, 2019, the Adviser has agreed to limit the ratio of expenses to
average net assets to the maximum ratio of 0.57% for Class I shares. Prior
to April 29,
2019, the maximum ratio was 0.80% for Class I shares. |
(6) |
Amount
is less than 0.005%. |
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Where to
Find Additional Information
Statement
of Additional Information
In
addition to this Prospectus, the Fund has an SAI, dated April 28,
2023 (as
may be supplemented from time to time), which contains
additional, more detailed information about the Company and the Fund. The SAI is
incorporated by reference into this Prospectus
and, therefore, legally forms a part of this Prospectus.
Shareholder
Reports
The
Company publishes Annual and Semi-Annual Reports (“Shareholder Reports”)
containing consolidated financial statements. These
reports contain additional information about the Fund’s investments. In the
Fund’s Shareholder Reports, you will find a discussion
of the market conditions and the investment strategies that significantly
affected the Fund’s performance during the last
fiscal
year. For
additional Company information, including information regarding the investments
comprising the Fund, and to make
shareholder inquiries, please call 1-800-869-6397 or
contact your insurance company.
You may
obtain the SAI and Shareholder Reports without charge by contacting the Company
at the toll-free number above or your insurance
company or on our web site at www.morganstanley.com/im.
Shareholder
Reports and other information about the Company are available on the EDGAR
Database on the SEC’s Internet site at http://www.sec.gov,
and copies of this information may be obtained, after paying a duplicating fee,
by electronic request at the following
E-mail address: [email protected].
To aid you
in obtaining this information, the Company’s 1940 Act registration number is
811-7607.