ANNUAL REPORT OCTOBER 31, 2011
President’s Letter | 2 |
Independent Chairman’s Letter | 3 |
Market Perspective | 4 |
Performance | 5 |
Portfolio Commentary | 7 |
Fund Characteristics | 9 |
Shareholder Fee Example | 10 |
Schedule of Investments | 12 |
Statement of Assets and Liabilities | 15 |
Statement of Operations | 16 |
Statement of Changes in Net Assets | 17 |
Notes to Financial Statements | 18 |
Financial Highlights | 24 |
Report of Independent Registered Public Accounting Firm | 26 |
Management | 27 |
Approval of Management Agreement | 30 |
Additional Information | 35 |
Any opinions expressed in this report reflect those of the author as of the date of the report, and do not necessarily represent the opinions of American Century Investments® or any other person in the American Century Investments organization. Any such opinions are subject to change at any time based upon market or other conditions and American Century Investments disclaims any responsibility to update such opinions. These opinions may not be relied upon as investment advice and, because investment decisions made by American Century Investments funds are based on numerous factors, may not be relied upon as an indication of trading intent on behalf of any American Century Investments fund. Security examples are used for representational purposes only and are not intended as recommendations to purchase or sell securities. Performance information for comparative indices and securities is provided to American Century Investments by third party vendors. To the best of American Century Investments’ knowledge, such information is accurate at the time of printing.
Dear Investor:
Thank you for reviewing this annual report for the period ended October 31, 2011. Our report offers investment performance and portfolio information, presented with the expert perspective of our portfolio management team.
This report remains one of our most important vehicles for conveying information about investment performance, as well as market factors and strategies that affected fund returns. For additional, updated information, we encourage you to visit our website, americancentury.com. Click on the “Fund Performance” and “Insights & News” headings at the top of our Individual Investors site.
Volatile Period Produces Moderate U.S. Stock Returns
Broad U.S. stock market indices returned roughly 7–10% during the 12 months ended October 31, 2011. That’s a moderate level of equity performance compared with the shorter-term volatility we experienced during the period.
For example, from October 31, 2010, to April 29, 2011, the S&P 500 Index gained over 15%. That upturn was the latter part of an approximately 30% rally (extending back to late August 2010) that began in expectation of the Federal Reserve’s second round of quantitative easing (government securities purchases intended to stimulate economic growth and investment risk-taking), which started during the fourth quarter of 2010.
Economic optimism and increased risk-taking governed market performance from the third quarter of 2010 until the end of April 2011. That optimism eroded, however, and investors’ risk tolerance reversed as high fuel prices, further U.S. home value declines, elevated U.S. unemployment rates, natural disasters, a near-default on U.S. government debt, a U.S. debt rating downgrade, and a resurgence of the European sovereign debt crisis ebbed the economic tide.
In response, the S&P 500 Index declined over 15% from the end of April to early October 2011. And the roller coaster wasn’t over—the S&P 500 Index rebounded over 14% during a stretch in October on better economic news and European efforts to ease the debt crisis.
Unfortunately, further volatility appears likely in 2012 as the markets wrestle with uncertainties regarding European debt, economic strength, government budget deficits, and the U.S. presidential election. We believe strongly in adhering to a disciplined, diversified, long-term investment approach during volatile periods, and we appreciate your continued trust in us during these unsettled times.
Sincerely,
Jonathan Thomas
President and Chief Executive Officer
American Century Investments
Independent Chairman’s Letter |
Don Pratt
Dear Fellow Shareholders,
The board of directors of the fund was pleased at the announcement of a new strategic partner for the investment advisor to the American Century Investments funds. Canadian Imperial Bank of Commerce (CIBC), a leading Canadian financial institution, purchased the 41 percent economic interest in American Century Companies, the parent corporation of the advisor, previously held by JPMorgan Chase & Co. Based in Toronto, CIBC provides a full range of retail and wholesale banking services to almost 11 million clients through approximately 1,100 branches and offices in Canada, the U.S. and around the world. This transaction will benefit fund shareholders by bolstering the financial strength of the advisor and providing a strategic partner to help support its growth initiative to broaden non-U.S. distribution of its products and services.
The board also has been briefed throughout the year on the impact on fund performance of the European banking crisis, the U.S. deficit reduction debates, and the pace of economic growth. While the performance of all funds has been affected, the majority of American Century Investments funds overseen by the board are exceeding their benchmarks for the one-, three-, five-, and ten-year periods ended September 30, 2011. This is commendable performance, particularly in these challenging market conditions.
We are completing another year of board oversight on your behalf. We appreciate any comments you would like to share with the board. Send them to me at dhpratt@fundboardchair.com. Thank you for your continued investment in American Century Investments funds.
Best regards,
Don Pratt
By Greg Woodhams,
Chief Investment Officer,
U.S. Growth Equity—Large Cap
Stocks Advanced in a Volatile Year
U.S. equities managed positive returns during a volatile 12 months ended October 31, 2011. Action in stocks in some respects mirrored changes in the pace of economic growth—U.S. gross domestic product expanded at a 2.3% annual rate in the fourth quarter of 2010, but dipped to 0.4% and 1.3% in the first and second quarters of 2011, respectively, before returning to 2.0% growth in the third quarter of the year.
Similarly, stocks began the period with gains, buoyed by robust corporate earnings growth; the Federal Reserve’s second round of quantitative easing; and the extension of unemployment benefits and Bush-era tax cuts. But uncertainty generated by a series of events—including political unrest in the Middle East, the tragic earthquake and nuclear disaster in Japan, and concerns around the resolution of European sovereign debt and U.S. budgetary issues—served to compress price/earnings multiples. Equity markets finished the fiscal year with a sharp rebound in October after the economic data turned out to be not as bad as feared.
Growth Outperformed Value
In that environment, growth-oriented shares outperformed value across all capitalization ranges as measured by the various Russell indices (see accompanying returns table). In terms of returns by size, large-capitalization stocks did better than those of mid- and small-cap companies.
Looking at the major sectors in the Russell 1000 Growth Index, performance was widely dispersed, reflecting the volatile nature of the reporting period. For example, both consumer staples and consumer discretionary stocks were among the best-performing segments within the index. It was a similar story when looking at many economically sensitive sectors—energy was the top performer, while materials and industrials were among the lagging sectors. Financials also underperformed, partly as a result of worry about exposure to Europe and the slowing economy. Information technology stocks fared reasonably well overall, though performance varied widely within the sector.
U.S. Stock Index Returns |
For the 12 months ended October 31, 2011 |
Russell 1000 Index (Large-Cap) | 8.01% | | Russell 2000 Index (Small-Cap) | 6.71% |
Russell 1000 Growth Index | 9.92% | | Russell 2000 Growth Index | 9.84% |
Russell 1000 Value Index | 6.16% | | Russell 2000 Value Index | 3.54% |
Russell Midcap Index | 7.85% | | |
Russell Midcap Growth Index | 10.08% | | | |
Russell Midcap Value Index | 5.83% | | | |
Total Returns as of October 31, 2011 |
| | | Average Annual Returns | |
| Ticker Symbol | 1 year | 5 years | 10 years | Since Inception | Inception Date |
Investor Class | TWCUX | 10.59% | 3.37% | 3.03% | 10.97% | 11/2/81 |
Russell 1000 Growth Index | — | 9.92% | 3.04% | 3.56% | 9.98%(1) | — |
S&P 500 Index | — | 8.09% | 0.25% | 3.69% | 11.00%(1) | — |
Institutional Class | TWUIX | 10.85% | 3.58% | 3.24% | 4.57% | 11/14/96 |
A Class(2) No sales charge* With sales charge* | TWUAX | 10.33% 3.98% | 3.11% 1.90% | 2.78% 2.17% | 4.35% 3.95% | 10/2/96 |
C Class | TWCCX | 9.48% | 2.34% | 2.01% | 1.83% | 10/29/01 |
R Class | AULRX | 10.03% | 2.85% | — | 3.29% | 8/29/03 |
| Sales charges include initial sales charges and contingent deferred sales charges (CDSCs), as applicable. A Class shares have a 5.75% maximum initial sales charge and may be subject to a maximum CDSC of 1.00%. C Class shares redeemed within 12 months of purchase are subject to a maximum CDSC of 1.00%. The SEC requires that mutual funds provide performance information net of maximum sales charges in all cases where charges could be applied. |
(1) | Since 10/31/81, the date nearest the Investor Class’s inception for which data are available. |
(2) | Prior to September 4, 2007, the A Class was referred to as the Advisor Class and did not have a front-end sales charge. Performance prior to that date has been adjusted to reflect this charge. |
Data presented reflect past performance. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance shown. Investment return and principal value will fluctuate, and redemption value may be more or less than original cost. To obtain performance data current to the most recent month end, please call 1-800-345-2021 or visit americancentury.com. International investing involves special risks, such as political instability and currency fluctuations.
Unless otherwise indicated, performance reflects Investor Class shares; performance for other share classes will vary due to differences in fee structure. For information about other share classes available, please consult the prospectus. Data assumes reinvestment of dividends and capital gains, and none of the charts reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Returns for the indices are provided for comparison. The fund’s total returns include operating expenses (such as transaction costs and management fees) that reduce returns, while the total returns of the indices do not.
Growth of $10,000 Over 10 Years |
$10,000 investment made October 31, 2001 |
Total Annual Fund Operating Expenses |
Investor Class | Institutional Class | A Class | C Class | R Class |
1.00% | 0.80% | 1.25% | 2.00% | 1.50% |
The total annual fund operating expenses shown is as stated in the fund’s prospectus current as of the date of this report. The prospectus may vary from the expense ratio shown elsewhere in this report because it is based on a different time period, includes acquired fund fees and expenses, and, if applicable, does not include fee waivers or expense reimbursements.
Data presented reflect past performance. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance shown. Investment return and principal value will fluctuate, and redemption value may be more or less than original cost. To obtain performance data current to the most recent month end, please call 1-800-345-2021 or visit americancentury.com. International investing involves special risks, such as political instability and currency fluctuations.
Unless otherwise indicated, performance reflects Investor Class shares; performance for other share classes will vary due to differences in fee structure. For information about other share classes available, please consult the prospectus. Data assumes reinvestment of dividends and capital gains, and none of the charts reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Returns for the indices are provided for comparison. The fund’s total returns include operating expenses (such as transaction costs and management fees) that reduce returns, while the total returns of the indices do not.
Portfolio Managers: Keith Lee and Michael Li
Performance Summary
Ultra returned 10.59%* for the 12 months ended October 31, 2011, compared with the 9.92% return of its benchmark, the Russell 1000 Growth Index, and the 8.09% return of the S&P 500 Index, a broader market measure.
As discussed in the Market Perspective on page 4, equity indices generally gained during the reporting period, although they struggled with the challenges of a weak global economic recovery, ongoing sovereign debt concerns in Europe, and Treasury debt downgrade. Although this created a challenging environment for growth and momentum oriented shares, Ultra delivered solid returns and outperformed its benchmark.
Within the portfolio, security selection in the information technology and health care sectors accounted for the bulk of Ultra’s outperformance relative to the benchmark. Stock selection in the materials, consumer discretionary, and consumer staples sectors also added to relative returns. Stock decisions in the energy and financials sectors detracted from relative results.
Information Technology, Health Care Led Gains
The information technology sector was a source of relative outperformance for Ultra. Within the computers and peripherals industry group, an underweight stake in Hewlett-Packard helped relative results as the stock underperformed in the benchmark. An overweight position in personal electronic device maker Apple also benefited relative performance. The company experienced acceleration in revenues and earnings, added new carriers, and gained penetration with existing carriers, while increasing market share.
Within the software industry group, the portfolio held an overweight position in video game publisher Electronic Arts. The company’s share price climbed amid rising sales of its core video games as well as growth of its newer digital business, which includes downloadable content for PCs, social networks, and mobile platforms. Effective stock decisions in the communications equipment and semiconductor groups also contributed to relative returns.
Also in the information technology sector, though, Ultra did not hold a position in IBM. This decision proved detrimental as the company’s stock benefited from being perceived as somewhat of a “safe haven” within the technology sector during the market downturn. The managers do not find IBM attractive based on the stock’s relative valuation and the company’s growth rate.
In the health care equipment group, an overweight stake in Intuitive Surgical added meaningfully to gains. The maker of robotic surgery systems experienced a sharp rise in earnings amid continued adoption of its technology and increased sales of its surgical system.
*All fund returns referenced in this commentary are for Investor Class shares.
Materials, Consumer Discretionary, Consumer Staples Helped
Within the materials sector, the portfolio’s overweight allocation to the chemicals industry included a stake in chemicals company Nalco Holding Co. The company experienced strong volume and price gains amid growing demand.
In the consumer discretionary sector, an overweight stake in Tiffany added meaningfully to relative results. The fine jewelry retailer delivered higher-than-expected earnings as sales levels climbed, driven largely by same-store sales growth in Asia, Europe, and the Americas.
However, not all holdings in the consumer discretionary sector helped performance. An overweight stake in Netflix represented the largest single detractor from relative returns. The company stumbled when it raised prices 60% for its mail order DVD rental service, and then announced that it would separate its video streaming business from its DVD offering. Both moves alienated customers, and, although the company lowered guidance for its subscriber base, subscription levels fell below that revised level. Although Netflix management handled the transition poorly, we believe that the company’s evolution from its legacy DVD business to the video streaming business is positive, as it will require lower overhead and offers more growth potential.
Within the consumer staples sector, an overweight position in Costco Wholesale contributed to relative returns. The membership discount retailer benefited from a focus on lower-end providers of consumer goods in the weak economic environment.
Energy, Financials, Lagged Benchmark
The energy sector detracted from relative returns. Within the sector, Ultra held several overweight stakes in the oil, gas, and consumable fuels group that underperformed, while maintaining underweight positions in some companies that outperformed in the benchmark.
The financials sector was also a source of underperformance relative to the benchmark. Here, Ultra held several positions in the diversified financial services group that lagged.
Starting Point for Next Reporting Period
The environment for growth- and momentum-oriented investment styles continued to be challenging during the reporting period. Nonetheless, Ultra delivered sound results for the period. Going forward, we remain confident in our investment beliefs that stocks which exhibit high-quality, accelerating fundamentals, positive relative strength, and attractive valuations will outperform in the long term.
OCTOBER 31, 2011 | |
Top Ten Holdings | % of net assets |
Apple, Inc. | 7.2% |
Google, Inc., Class A | 4.5% |
Amazon.com, Inc. | 3.0% |
Exxon Mobil Corp. | 2.6% |
Gilead Sciences, Inc. | 2.4% |
Philip Morris International, Inc. | 2.4% |
Schlumberger Ltd. | 2.3% |
Costco Wholesale Corp. | 2.2% |
Oracle Corp. | 2.2% |
QUALCOMM, Inc. | 2.2% |
| |
Top Five Industries | % of net assets |
Computers and Peripherals | 8.7% |
Software | 7.5% |
Internet Software and Services | 6.4% |
Oil, Gas and Consumable Fuels | 6.3% |
Machinery | 5.9% |
| |
Types of Investments in Portfolio | % of net assets |
Domestic Common Stocks | 92.5% |
Foreign Common Stocks* | 7.1% |
Total Common Stocks | 99.6% |
Temporary Cash Investments | 0.5% |
Other Assets and Liabilities | (0.1)% |
*Includes depositary shares, dual listed securities and foreign ordinary shares.
Fund shareholders may incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption/exchange fees; and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in your fund and to compare these costs with the ongoing cost of investing in other mutual funds.
The example is based on an investment of $1,000 made at the beginning of the period and held for the entire period from May 1, 2011 to October 31, 2011.
Actual Expenses
The table provides information about actual account values and actual expenses for each class. You may use the information, together with the amount you invested, to estimate the expenses that you paid over the period. First, identify the share class you own. Then simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
If you hold Investor Class shares of any American Century Investments fund, or Institutional Class shares of the American Century Diversified Bond Fund, in an American Century Investments account (i.e., not a financial intermediary or retirement plan account), American Century Investments may charge you a $12.50 semiannual account maintenance fee if the value of those shares is less than $10,000. We will redeem shares automatically in one of your accounts to pay the $12.50 fee. In determining your total eligible investment amount, we will include your investments in all personal accounts (including American Century Investments Brokerage accounts) registered under your Social Security number. Personal accounts include individual accounts, joint accounts, UGMA/UTMA accounts, personal trusts, Coverdell Education Savings Accounts and IRAs (including traditional, Roth, Rollover, SEP-, SARSEP- and SIMPLE-IRAs), and certain other retirement accounts. If you have only business, business retirement, employer-sponsored or American Century Investments Brokerage accounts, you are currently not subject to this fee. We will not charge the fee as long as you choose to manage your accounts exclusively online. If you are subject to the Account Maintenance Fee, your account value could be reduced by the fee amount.
Hypothetical Example for Comparison Purposes
The table also provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio of each class of your fund and an assumed rate of return of 5% per year before expenses, which is not the actual return of a fund’s share class. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption/exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| Beginning Account Value 5/1/11 | Ending Account Value 10/31/11 | Expenses Paid During Period(1) 5/1/11 – 10/31/11 | Annualized Expense Ratio(1) |
Actual | | | | |
Investor Class | $1,000 | $950.90 | $4.87 | 0.99% |
Institutional Class | $1,000 | $951.90 | $3.89 | 0.79% |
A Class | $1,000 | $949.50 | $6.09 | 1.24% |
C Class | $1,000 | $946.00 | $9.76 | 1.99% |
R Class | $1,000 | $948.40 | $7.32 | 1.49% |
Hypothetical | | | | |
Investor Class | $1,000 | $1,020.22 | $5.04 | 0.99% |
Institutional Class | $1,000 | $1,021.22 | $4.02 | 0.79% |
A Class | $1,000 | $1,018.96 | $6.31 | 1.24% |
C Class | $1,000 | $1,015.17 | $10.11 | 1.99% |
R Class | $1,000 | $1,017.69 | $7.58 | 1.49% |
(1) | Expenses are equal to the class’s annualized expense ratio listed in the table above, multiplied by the average account value over the period, multiplied by 184, the number of days in the most recent fiscal half-year, divided by 365, to reflect the one-half year period. |
| Shares | Value |
Common Stocks — 99.6% |
AEROSPACE AND DEFENSE — 1.6% |
General Dynamics Corp. | 1,539,583 | $ 98,825,833 |
AUTO COMPONENTS — 0.5% |
Gentex Corp. | 1,077,000 | 32,439,240 |
BEVERAGES — 1.1% |
Coca-Cola Co. (The) | 949,000 | 64,835,680 |
BIOTECHNOLOGY — 4.4% |
Alexion Pharmaceuticals, Inc.(1) | 645,000 | 43,543,950 |
Celgene Corp.(1) | 1,202,000 | 77,925,660 |
Gilead Sciences, Inc.(1) | 3,522,000 | 146,726,520 |
| | 268,196,130 |
CHEMICALS — 4.3% |
Monsanto Co. | 1,550,000 | 112,762,500 |
Nalco Holding Co. | 1,570,000 | 59,204,700 |
Potash Corp. of Saskatchewan, Inc. | 1,356,000 | 64,179,480 |
RPM International, Inc. | 1,107,000 | 24,874,290 |
| | 261,020,970 |
COMMUNICATIONS EQUIPMENT — 2.5% |
Cisco Systems, Inc. | 1,036,000 | 19,197,080 |
QUALCOMM, Inc. | 2,538,000 | 130,960,800 |
| | 150,157,880 |
COMPUTERS AND PERIPHERALS — 8.7% |
Apple, Inc.(1) | 1,085,000 | 439,186,300 |
EMC Corp.(1) | 3,843,000 | 94,191,930 |
| | 533,378,230 |
CONSUMER FINANCE — 1.1% |
American Express Co. | 1,341,000 | 67,881,420 |
DIVERSIFIED FINANCIAL SERVICES — 2.0% |
CME Group, Inc. | 270,000 | 74,401,200 |
JPMorgan Chase & Co. | 1,372,000 | 47,690,720 |
| | 122,091,920 |
ELECTRICAL EQUIPMENT — 4.9% |
ABB Ltd.(1) | 1,756,000 | 33,105,449 |
ABB Ltd. ADR(1) | 2,431,000 | 45,727,110 |
Cooper Industries plc | 1,317,000 | 69,089,820 |
Emerson Electric Co. | 2,221,000 | 106,874,520 |
Polypore International, Inc.(1) | 858,673 | 45,037,399 |
| | 299,834,298 |
ENERGY EQUIPMENT AND SERVICES — 2.7% |
Core Laboratories NV | 215,000 | 23,275,900 |
Schlumberger Ltd. | 1,911,000 | 140,401,170 |
| | 163,677,070 |
FOOD AND STAPLES RETAILING — 2.2% |
Costco Wholesale Corp. | 1,612,000 | 134,199,000 |
FOOD PRODUCTS — 2.9% |
Hershey Co. (The) | 994,000 | 56,886,620 |
Mead Johnson Nutrition Co. | 731,000 | 52,522,350 |
Nestle SA | 1,207,000 | 69,848,761 |
| | 179,257,731 |
HEALTH CARE EQUIPMENT AND SUPPLIES — 3.8% |
HeartWare International, Inc.(1) | 161,000 | 10,936,730 |
Intuitive Surgical, Inc.(1) | 275,000 | 119,311,500 |
St. Jude Medical, Inc. | 1,492,000 | 58,188,000 |
Varian Medical Systems, Inc.(1) | 684,000 | 40,164,480 |
| | 228,600,710 |
HEALTH CARE PROVIDERS AND SERVICES — 3.4% |
Express Scripts, Inc.(1) | 2,643,000 | 120,864,390 |
Medco Health Solutions, Inc.(1) | 175,899 | 9,649,819 |
UnitedHealth Group, Inc. | 1,600,000 | 76,784,000 |
| | 207,298,209 |
HOTELS, RESTAURANTS AND LEISURE — 4.0% |
Chipotle Mexican Grill, Inc.(1) | 91,000 | 30,586,920 |
McDonald’s Corp. | 1,378,000 | 127,947,300 |
Starbucks Corp. | 2,064,000 | 87,389,760 |
| | 245,923,980 |
INSURANCE — 1.1% |
MetLife, Inc. | 1,841,000 | 64,729,560 |
INTERNET AND CATALOG RETAIL — 3.7% |
Amazon.com, Inc.(1) | 846,000 | 180,629,460 |
Netflix, Inc.(1) | 524,000 | 43,009,920 |
| | 223,639,380 |
INTERNET SOFTWARE AND SERVICES — 6.4% |
Baidu, Inc. ADR(1) | 505,000 | 70,790,900 |
Google, Inc., Class A(1) | 469,000 | 277,948,160 |
Tencent Holdings Ltd. | 1,835,000 | 42,030,653 |
| | 390,769,713 |
IT SERVICES — 2.4% |
MasterCard, Inc., Class A | 301,000 | 104,519,240 |
Teradata Corp.(1) | 686,000 | 40,926,760 |
| | 145,446,000 |
LEISURE EQUIPMENT AND PRODUCTS — 0.9% |
Hasbro, Inc. | 1,456,000 | 55,415,360 |
MACHINERY — 5.9% |
Cummins, Inc. | 575,000 | 57,172,250 |
Donaldson Co., Inc. | 513,000 | 32,857,650 |
Joy Global, Inc. | 1,253,000 | $ 109,261,600 |
Parker Hannifin Corp. | 1,062,000 | 86,606,100 |
WABCO Holdings, Inc.(1) | 940,000 | 47,197,400 |
Wabtec Corp. | 441,000 | 29,626,380 |
| | 362,721,380 |
METALS AND MINING — 1.7% |
BHP Billiton Ltd. ADR | 479,000 | 37,400,320 |
Freeport-McMoRan Copper & Gold, Inc. | 1,713,000 | 68,965,380 |
| | 106,365,700 |
OIL, GAS AND CONSUMABLE FUELS — 6.3% |
Cimarex Energy Co. | 484,000 | 30,976,000 |
EOG Resources, Inc. | 356,000 | 31,837,080 |
Exxon Mobil Corp. | 2,060,000 | 160,865,400 |
Newfield Exploration Co.(1) | 723,000 | 29,107,980 |
Occidental Petroleum Corp. | 1,071,000 | 99,538,740 |
Southwestern Energy Co.(1) | 796,000 | 33,463,840 |
| | 385,789,040 |
PERSONAL PRODUCTS — 1.1% |
Estee Lauder Cos., Inc. (The), Class A | 695,000 | 68,422,750 |
PHARMACEUTICALS — 0.7% |
Teva Pharmaceutical Industries Ltd. ADR | 1,107,000 | 45,220,950 |
SEMICONDUCTORS AND SEMICONDUCTOR EQUIPMENT — 3.5% |
Altera Corp. | 1,905,000 | 72,237,600 |
Linear Technology Corp. | 2,441,000 | 78,868,710 |
Microchip Technology, Inc. | 1,721,000 | 62,231,360 |
| | 213,337,670 |
SOFTWARE — 7.5% |
Adobe Systems, Inc.(1) | 1,703,000 | 50,085,230 |
Electronic Arts, Inc.(1) | 4,408,000 | 102,926,800 |
Microsoft Corp. | 994,000 | 26,470,220 |
NetSuite, Inc.(1) | 613,000 | 23,318,520 |
Oracle Corp. | 4,052,000 | 132,784,040 |
Salesforce.com, Inc.(1) | 474,000 | 63,122,580 |
VMware, Inc., Class A(1) | 583,000 | 56,988,250 |
| | 455,695,640 |
SPECIALTY RETAIL — 4.3% |
O’Reilly Automotive, Inc.(1) | 763,000 | 58,026,150 |
Tiffany & Co. | 1,455,000 | 116,007,150 |
TJX Cos., Inc. (The) | 1,545,000 | 91,046,850 |
| | 265,080,150 |
TEXTILES, APPAREL AND LUXURY GOODS — 1.6% |
NIKE, Inc., Class B | 1,010,000 | 97,313,500 |
TOBACCO — 2.4% |
Philip Morris International, Inc. | 2,055,000 | 143,582,850 |
TOTAL COMMON STOCKS(Cost $3,939,630,810) | 6,081,147,944 |
Temporary Cash Investments — 0.5% |
Repurchase Agreement, Bank America Merrill Lynch, (collateralized by various U.S. Treasury obligations, 0.50%, 10/15/14, valued at $9,182,054), in a joint trading account at 0.06%, dated 10/31/11, due 11/1/11 (Delivery value $8,988,751) | 8,988,736 |
Repurchase Agreement, Credit Suisse First Boston, Inc., (collateralized by various U.S. Treasury obligations, 4.50%, 5/15/38, valued at $9,211,981), in a joint trading account at 0.03%, dated 10/31/11, due 11/1/11 (Delivery value $8,988,742) | 8,988,735 |
Repurchase Agreement, Goldman Sachs & Co., (collateralized by various U.S. Treasury obligations, 3.875%, 8/15/40, valued at $9,159,731), in a joint trading account at 0.04%, dated 10/31/11, due 11/1/11 (Delivery value $8,988,745) | 8,988,735 |
SSgA U.S. Government Money Market Fund | 688,715 | 688,715 |
TOTAL TEMPORARY CASH INVESTMENTS (Cost $27,654,921) | 27,654,921 |
TOTAL INVESTMENT SECURITIES — 100.1% (Cost $3,967,285,731) | 6,108,802,865 |
OTHER ASSETS AND LIABILITIES — (0.1)% | (3,924,879) |
TOTAL NET ASSETS — 100.0% | $6,104,877,986 |
Forward Foreign Currency Exchange Contracts |
Contracts to Sell | Counterparty | Settlement Date | Value | Unrealized Gain (Loss) |
74,053,400 | CHF for USD | Credit Suisse AG | 11/30/11 | $84,396,597 | $(47,552) |
(Value on Settlement Date $84,349,045)
Notes to Schedule of Investments
ADR = American Depositary Receipt
CHF = Swiss Franc
USD = United States Dollar
(1) | Non-income producing. |
See Notes to Financial Statements.
Statement of Assets and Liabilities |
OCTOBER 31, 2011 | |
Assets | |
Investment securities, at value (cost of $3,967,285,731) | | | $6,108,802,865 | |
Foreign currency holdings, at value (cost of $129,650) | | | 129,911 | |
Receivable for capital shares sold | | | 1,380,666 | |
Dividends and interest receivable | | | 3,695,383 | |
| | | 6,114,008,825 | |
| | | | |
Liabilities | | | | |
Payable for investments purchased | | | 812,824 | |
Payable for capital shares redeemed | | | 3,317,312 | |
Unrealized loss on forward foreign currency exchange contracts | | | 47,552 | |
Accrued management fees | | | 4,937,343 | |
Distribution and service fees payable | | | 15,808 | |
| | | 9,130,839 | |
| | | | |
Net Assets | | | $6,104,877,986 | |
| | | | |
Net Assets Consist of: | | | | |
Capital (par value and paid-in surplus) | | | $4,501,993,545 | |
Undistributed net investment income | | | 47,552 | |
Accumulated net realized loss | | | (538,815,412 | ) |
Net unrealized appreciation | | | 2,141,652,301 | |
| | | $6,104,877,986 | |
| | Net assets | | Shares outstanding | | Net asset value per share |
Investor Class, $0.01 Par Value | | | $5,984,971,737 | | | | 255,590,135 | | | | $23.42 | |
Institutional Class, $0.01 Par Value | | | $52,751,124 | | | | 2,202,924 | | | | $23.95 | |
A Class, $0.01 Par Value | | | $62,304,182 | | | | 2,738,838 | | | | $22.75 | * |
C Class, $0.01 Par Value | | | $677,999 | | | | 32,255 | | | | $21.02 | |
R Class, $0.01 Par Value | | | $4,172,944 | | | | 184,658 | | | | $22.60 | |
* | Maximum offering price $24.14 (net asset value divided by 0.9425) |
See Notes to Financial Statements.
YEAR ENDED OCTOBER 31, 2011 | |
Investment Income (Loss) | |
Income: | | | |
Dividends (net of foreign taxes withheld of $517,960) | | | $72,688,495 | |
Interest | | | 20,643 | |
| | | 72,709,138 | |
| | | | |
Expenses: | | | | |
Management fees | | | 62,300,410 | |
Distribution and service fees: | | | | |
A Class | | | 176,386 | |
B Class | | | 1,020 | |
C Class | | | 7,690 | |
R Class | | | 18,623 | |
Directors’ fees and expenses | | | 253,387 | |
Other expenses | | | 2,847 | |
| | | 62,760,363 | |
| | | | |
Net investment income (loss) | | | 9,948,775 | |
| | | | |
Realized and Unrealized Gain (Loss) | | | | |
Net realized gain (loss) on: | | | | |
Investment transactions | | | 302,986,483 | |
Foreign currency transactions | | | (10,491,201 | ) |
| | | 292,495,282 | |
| | | | |
Change in net unrealized appreciation (depreciation) on: | | | | |
Investments | | | 328,812,884 | |
Translation of assets and liabilities in foreign currencies | | | (225,211 | ) |
| | | 328,587,673 | |
| | | | |
Net realized and unrealized gain (loss) | | | 621,082,955 | |
| | | | |
Net Increase (Decrease) in Net Assets Resulting from Operations | | | $631,031,730 | |
See Notes to Financial Statements.
Statement of Changes in Net Assets |
YEARS ENDED OCTOBER 31, 2011 AND OCTOBER 31, 2010 | |
Increase (Decrease) in Net Assets | | 2011 | | | 2010 | |
Operations | |
Net investment income (loss) | | | $9,948,775 | | | | $14,027,620 | |
Net realized gain (loss) | | | 292,495,282 | | | | 188,141,888 | |
Change in net unrealized appreciation (depreciation) | | | 328,587,673 | | | | 836,699,181 | |
Net increase (decrease) in net assets resulting from operations | | | 631,031,730 | | | | 1,038,868,689 | |
| | | | | | | | |
Distributions to Shareholders | | | | | | | | |
From net investment income: | | | | | | | | |
Investor Class | | | (12,309,961 | ) | | | (26,725,188 | ) |
Institutional Class | | | (189,254 | ) | | | (528,963 | ) |
A Class | | | — | | | | (172,872 | ) |
Decrease in net assets from distributions | | | (12,499,215 | ) | | | (27,427,023 | ) |
| | | | | | | | |
Capital Share Transactions | | | | | | | | |
Net increase (decrease) in net assets from capital share transactions | | | (537,865,157 | ) | | | (577,726,077 | ) |
| | | | | | | | |
Net increase (decrease) in net assets | | | 80,667,358 | | | | 433,715,589 | |
| | | | | | | | |
Net Assets | | | | | | | | |
Beginning of period | | | 6,024,210,628 | | | | 5,590,495,039 | |
End of period | | | $6,104,877,986 | | | | $6,024,210,628 | |
| | | | | | | | |
Undistributed net investment income | | | $47,552 | | | | $12,243,093 | |
See Notes to Financial Statements.
Notes to Financial Statements |
OCTOBER 31, 2011
1. Organization
American Century Mutual Funds, Inc. (the corporation) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company and is organized as a Maryland corporation. Ultra Fund (the fund) is one fund in a series issued by the corporation. The fund is diversified as defined under the 1940 Act. The fund’s investment objective is to seek long-term capital growth. The fund pursues its objective by investing primarily in equity securities of large companies that management believes will increase in value over time.
The fund is authorized to issue the Investor Class, the Institutional Class, the A Class, the B Class, the C Class and the R Class. The A Class may incur an initial sales charge. The A Class, B Class and C Class may be subject to a contingent deferred sales charge. The share classes differ principally in their respective sales charges and distribution and shareholder servicing expenses and arrangements. The Institutional Class is made available to institutional shareholders or through financial intermediaries whose clients do not require the same level of shareholder and administrative services as shareholders of other classes. As a result, the Institutional Class is charged a lower unified management fee. On October 21, 2011, all outstanding B Class shares were converted to A Class shares and the fund discontinued issuance of the B Class.
2. Significant Accounting Policies
The following is a summary of significant accounting policies consistently followed by the fund in preparation of its financial statements. The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America, which may require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from these estimates.
Investment Valuations — The fund determines the fair value of its investments and computes its net asset value per share as of the close of regular trading (usually 4 p.m. Eastern time) on the New York Stock Exchange (NYSE) on each day the NYSE is open.
Equity securities that are listed or traded on a domestic securities exchange are valued at the last reported sales price or at the official closing price as provided by the exchange. Equity securities traded on foreign securities exchanges are typically valued at the closing price on the exchange where primarily traded or as of the close of the NYSE, if that is earlier. If no last sales price is reported, or if local convention or regulation so provides, the mean of the latest bid and asked prices is used. Depending on local convention or regulation, securities traded over-the-counter are valued at the mean of the latest bid and asked prices, the last sales price, or the official closing price. In its determination of fair value, the fund may review several factors including: market information specific to a security; news developments in U.S. and foreign markets; the performance of particular U.S. and foreign securities, indices, comparable securities, American Depositary Receipts, Exchange-Traded Funds, and other relevant market indicators.
Debt securities maturing within 60 days at the time of purchase may be valued at cost, plus or minus any amortized discount or premium or at the evaluated mean as provided by an independent pricing service. Evaluated mean prices are commonly derived through utilization of market models, which may consider, among other factors, trade data, quotations from dealers and active market makers, relevant yield curve and spread data, related sector levels, creditworthiness, and other relevant market information on the same or comparable securities.
Investments in open-end management investment companies are valued at the reported net asset value per share. Repurchase agreements are valued at cost. Forward foreign currency exchange contracts are valued at the mean of the latest bid and asked prices of the forward currency rates as provided by an independent pricing service.
The value of investments initially expressed in foreign currencies is translated into U.S. dollars at prevailing exchange rates.
If the fund determines that the market price for a portfolio security is not readily available or the valuation methods mentioned above do not reflect a security’s fair value, such security is valued as determined in good faith by the Board of Directors or its designee, in accordance with procedures adopted by the Board of Directors. Circumstances that may cause the fund to use these procedures to value a security include, but are not limited to: a security has been declared in default; trading in a security has been halted during the trading day; there is a foreign market holiday and no trading occurred; or an event occurred between the close of a foreign exchange and the NYSE that may affect the value of a security.
Security Transactions — Security transactions are accounted for as of the trade date. Net realized gains and losses are determined on the identified cost basis, which is also used for federal income tax purposes.
Investment Income — Dividend income less foreign taxes withheld, if any, is recorded as of the ex-dividend date. Distributions received on securities that represent a return a capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered nontaxable distributions or capital gain distributions for income tax purposes. Interest income is recorded on the accrual basis and includes accretion of discounts and amortization of premiums.
Foreign Currency Translations — All assets and liabilities initially expressed in foreign currencies are translated into U.S. dollars at prevailing exchange rates at period end. The fund may enter into spot foreign currency exchange contracts to facilitate transactions denominated in a foreign currency. Purchases and sales of investment securities, dividend and interest income, spot foreign currency exchange contracts, and expenses are translated at the rates of exchange prevailing on the respective dates of such transactions. Net realized and unrealized foreign currency exchange gains or losses related to investment securities are a component of net realized gain (loss) on investment transactions and change in net unrealized appreciation (depreciation) on investments, respectively.
Repurchase Agreements — The fund may enter into repurchase agreements with institutions that American Century Investment Management, Inc. (ACIM) (the investment advisor) has determined are creditworthy pursuant to criteria adopted by the Board of Directors. The fund requires that the collateral, represented by securities, received in a repurchase transaction be transferred to the custodian in a manner sufficient to enable the fund to obtain those securities in the event of a default under the repurchase agreement. ACIM monitors, on a daily basis, the securities transferred to ensure the value, including accrued interest, of the securities under each repurchase agreement is equal to or greater than amounts owed to the fund under each repurchase agreement.
Joint Trading Account — Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the fund, along with certain other funds in the American Century Investments family of funds, may transfer uninvested cash balances into a joint trading account. These balances are invested in one or more repurchase agreements that are collateralized by U.S. Treasury or Agency obligations.
Income Tax Status — It is the fund’s policy to distribute substantially all net investment income and net realized gains to shareholders and to otherwise qualify as a regulated investment company under provisions of the Internal Revenue Code. The fund is no longer subject to examination by tax authorities for years prior to 2008. At this time, management believes there are no uncertain tax positions which, based on their technical merit, would not be sustained upon examination and for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. Accordingly, no provision has been made for federal or state income taxes.
Multiple Class — All shares of the fund represent an equal pro rata interest in the net assets of the class to which such shares belong, and have identical voting, dividend, liquidation and other rights and the same terms and conditions, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes. Income, non-class specific expenses, and realized and unrealized capital gains and losses of the fund are allocated to each class of shares based on their relative net assets.
Distributions to Shareholders — Distributions from net investment income and net realized gains, if any, are generally declared and paid annually.
Indemnifications — Under the corporation’s organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the fund. In addition, in the normal course of business, the fund enters into contracts that provide general indemnifications. The maximum exposure under these arrangements is unknown as this would involve future claims that may be made against a fund. The risk of material loss from such claims is considered by management to be remote.
3. Fees and Transactions with Related Parties
Management Fees — The corporation has entered into a management agreement with ACIM, under which ACIM provides the fund with investment advisory and management services in exchange for a single, unified management fee (the fee) per class. The agreement provides that all expenses of managing and operating the fund, except distribution and service fees, brokerage expenses, taxes, interest, fees and expenses of the independent directors (including legal counsel fees), and extraordinary expenses, will be paid by ACIM. The fee is computed and accrued daily based on each class’s daily net assets and paid monthly in arrears. The rate of the fee is determined by applying a fee rate calculation formula. This formula takes into account the fund’s assets as well as certain assets, if any, of other clients of the investment advisor outside the American Century Investments family of funds (such as subadvised funds and separate accounts) that have very similar investment teams and investment strategies (strategy assets). The annual management fee schedule ranges from 0.800% to 1.000% for the Investor Class, A Class, B Class, C Class and R Class. The Institutional Class is 0.200% less at each point within the range. The effective annual management fee for each class for the year ended October 31, 2011 was 0.99% for the Investor Class, A Class, C Class and R Class and 0.79% for the Institutional Class.
Distribution and Service Fees — The Board of Directors has adopted a separate Master Distribution and Individual Shareholder Services Plan for each of the A Class, B Class, C Class and R Class (collectively the plans), pursuant to Rule 12b-1 of the 1940 Act. The plans provide that the A Class will pay American Century Investment Services, Inc. (ACIS) an annual distribution and service fee of 0.25%. The plans provide that the B Class and C Class will each pay ACIS an annual distribution and service fee of 1.00%, of which 0.25% is paid for individual shareholder services and 0.75% is paid for distribution services. The plans provide that the R Class will pay ACIS an annual distribution and service fee of 0.50%. The fees are computed and accrued daily based on each class’s daily net assets and paid monthly in arrears. The fees are used to pay financial intermediaries for distribution and individual shareholder services. Fees incurred under the plans during the year ended October 31, 2011 are detailed in the Statement of Operations.
Related Parties — Certain officers and directors of the corporation are also officers and/or directors of American Century Companies, Inc. (ACC), the parent of the corporation’s investment advisor, ACIM, the distributor of the corporation, ACIS, and the corporation’s transfer agent, American Century Services, LLC.
The fund was eligible to invest in a money market fund for temporary purposes, which is managed by J.P. Morgan Investment Management, Inc. (JPMIM). The fund had a securities lending agreement with JPMorgan Chase Bank (JPMCB) and a mutual funds services agreement with J.P. Morgan Investor Services Co. (JPMIS). JPMCB was a custodian of the fund. JPMIM, JPMIS and JPMCB are wholly owned subsidiaries of JPMorgan Chase & Co. (JPM). Prior to August 31, 2011, JPM was an equity investor in ACC. The services provided to the fund by JPMIM, JPMIS and JPMCB terminated on July 31, 2011.
4. Investment Transactions
Purchases and sales of investment securities, excluding short-term investments, for the year ended October 31, 2011 were $800,364,554 and $1,333,203,776, respectively.
5. Capital Share Transactions
Transactions in shares of the fund were as follows:
| | Year ended October 31, 2011 | | | Year ended October 31, 2010 | |
| | Shares | | | Amount | | | Shares | | | Amount | |
Investor Class/Shares Authorized | | | 3,500,000,000 | | | | | | | 3,500,000,000 | | | | |
Sold | | | 7,967,748 | | | | $184,093,884 | | | | 8,040,692 | | | | $157,299,128 | |
Issued in reinvestment of distributions | | | 529,802 | | | | 11,930,837 | | | | 1,335,312 | | | | 25,958,465 | |
Redeemed | | | (31,294,147 | ) | | | (725,130,132 | ) | | | (35,922,123 | ) | | | (700,572,950 | ) |
| | | (22,796,597 | ) | | | (529,105,411 | ) | | | (26,546,119 | ) | | | (517,315,357 | ) |
Institutional Class/Shares Authorized | | | 200,000,000 | | | | | | | | 200,000,000 | | | | | |
Sold | | | 651,707 | | | | 15,348,582 | | | | 729,074 | | | | 14,762,326 | |
Issued in reinvestment of distributions | | | 8,231 | | | | 189,232 | | | | 25,921 | | | | 514,529 | |
Redeemed | | | (567,827 | ) | | | (13,398,417 | ) | | | (2,701,567 | ) | | | (53,218,916 | ) |
| | | 92,111 | | | | 2,139,397 | | | | (1,946,572 | ) | | | (37,942,061 | ) |
A Class/Shares Authorized | | | 100,000,000 | | | | | | | | 100,000,000 | | | | | |
Sold | | | 1,456,808 | | | | 33,705,237 | | | | 534,148 | | | | 10,123,675 | |
Issued in reinvestment of distributions | | | — | | | | — | | | | 8,809 | | | | 166,840 | |
Redeemed | | | (2,020,737 | ) | | | (44,830,105 | ) | | | (1,712,426 | ) | | | (32,190,650 | ) |
| | | (563,929 | ) | | | (11,124,868 | ) | | | (1,169,469 | ) | | | (21,900,135 | ) |
B Class/Shares Authorized | | | 50,000,000 | | | | | | | | 50,000,000 | | | | | |
Sold | | | 929 | | | | 19,516 | | | | 6 | | | | 112 | |
Redeemed | | | (5,900 | ) | | | (131,961 | ) | | | — | | | | — | |
| | | (4,971 | ) | | | (112,445 | ) | | | 6 | | | | 112 | |
C Class/Shares Authorized | | | 50,000,000 | | | | | | | | 50,000,000 | | | | | |
Sold | | | 6,859 | | | | 146,359 | | | | 3,687 | | | | 64,700 | |
Redeemed | | | (15,725 | ) | | | (324,172 | ) | | | (17,068 | ) | | | (301,317 | ) |
| | | (8,866 | ) | | | (177,813 | ) | | | (13,381 | ) | | | (236,617 | ) |
R Class/Shares Authorized | | | 50,000,000 | | | | | | | | 50,000,000 | | | | | |
Sold | | | 78,707 | | | | 1,717,632 | | | | 41,073 | | | | 780,064 | |
Redeemed | | | (52,771 | ) | | | (1,201,649 | ) | | | (59,405 | ) | | | (1,112,083 | ) |
| | | 25,936 | | | | 515,983 | | | | (18,332 | ) | | | (332,019 | ) |
Net increase (decrease) | | | (23,256,316 | ) | | | $(537,865,157 | ) | | | (29,693,867 | ) | | | $(577,726,077 | ) |
6. Fair Value Measurements
The fund’s securities valuation process is based on several considerations and may use multiple inputs to determine the fair value of the positions held by the fund. In conformity with accounting principles generally accepted in the United States of America, the inputs used to determine a valuation are classified into three broad levels as follows:
• | Level 1 valuation inputs consist of unadjusted quoted prices in an active market for identical securities; |
• | Level 2 valuation inputs consist of direct or indirect observable market data (including quoted prices for similar securities, evaluations of subsequent market events, interest rates, prepayment speeds, credit risk, etc.); or |
• | Level 3 valuation inputs consist of unobservable data (including a fund’s own assumptions). |
The level classification is based on the lowest level input that is significant to the fair valuation measurement. The valuation inputs are not necessarily an indication of the risks associated with investing in these securities or other financial instruments.
The following is a summary of the level classifications as of period end. The Schedule of Investments provides additional information on the fund’s portfolio holdings.
| | Level 1 | | Level 2 | | Level 3 |
Investment Securities | | | | | | | | | |
Domestic Common Stocks | | | $5,649,568,421 | | | | — | | | | — | |
Foreign Common Stocks | | | 286,594,660 | | | | $144,984,863 | | | | — | |
Temporary Cash Investments | | | 688,715 | | | | 26,966,206 | | | | — | |
Total Value of Investment Securities | | | $5,936,851,796 | | | | $171,951,069 | | | | — | |
| | | | | | | | | | | | |
Other Financial Instruments | | | | | | | | | | | | |
Total Unrealized Gain (Loss) on Forward Foreign Currency Exchange Contracts | | | — | | | | $(47,552 | ) | | | — | |
7. Derivative Instruments
Foreign Currency Risk — The fund is subject to foreign currency exchange rate risk in the normal course of pursuing its investment objectives. The value of foreign investments held by a fund may be significantly affected by changes in foreign currency exchange rates. The dollar value of a foreign security generally decreases when the value of the dollar rises against the foreign currency in which the security is denominated and tends to increase when the value of the dollar declines against such foreign currency. A fund may enter into forward foreign currency exchange contracts to reduce a fund’s exposure to foreign currency exchange rate fluctuations. The net U.S. dollar value of foreign currency underlying all contractual commitments held by a fund and the resulting unrealized appreciation or depreciation are determined daily. Realized gain or loss is recorded upon the termination of the contract. Net realized and unrealized gains or losses occurring during the holding period of forward foreign currency exchange contracts are a component of net realized gain (loss) on foreign currency transactions and change in net unrealized appreciation (depreciation) on translation of assets and liabilities in foreign currencies, respectively. A fund bears the risk of an unfavorable change in the foreign currency exchange rate underlying the forward contract. Additionally, losses, up to the fair value, may arise if the counterparties do not perform under the contract terms. The risk of loss from non-performance by the counterparty may be reduced by the use of master netting agreements. The foreign currency risk derivative instruments held at period end as disclosed on the Schedule of Investments are indicative of the fund’s typical volume during the period.
The value of foreign currency risk derivative instruments as of October 31, 2011, is disclosed on the Statement of Assets and Liabilities as a liability of $47,552 in unrealized loss on forward foreign currency exchange contracts. For the year ended October 31, 2011, the effect of foreign currency risk derivative instruments on the Statement of Operations was $(11,183,109) in net realized gain (loss) on foreign currency transactions and $(281,636) in change in net unrealized appreciation (depreciation) on translation of assets and liabilities in foreign currencies.
8. Risk Factors
There are certain risks involved in investing in foreign securities. These risks include those resulting from future adverse political, social and economic developments, fluctuations in currency exchange rates, the possible imposition of exchange controls, and other foreign laws or restrictions.
9. Federal Tax Information
The tax character of distributions paid during the years ended October 31, 2011 and October 31, 2010 were as follows:
| | 2011 | | 2010 |
Distributions Paid From | | | | | | |
Ordinary income | | | $12,499,215 | | | | $27,427,023 | |
Long-term capital gains | | | — | | | | — | |
The book-basis character of distributions made during the year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. These differences reflect the differing character of certain income items and net realized gains and losses for financial statement and tax purposes, and may result in reclassification among certain capital accounts on the financial statements.
As of October 31, 2011, the federal tax cost of investments and the components of distributable earnings on a tax-basis were as follows:
Federal tax cost of investments | | | $4,022,866,028 | |
Gross tax appreciation of investments | | | $2,201,322,486 | |
Gross tax depreciation of investments | | | (115,385,649 | ) |
Net tax appreciation (depreciation) of investments | | | $2,085,936,837 | |
Net tax appreciation (depreciation) on derivatives and translation of assets and liabilities in foreign currencies | | | $182,718 | |
Net tax appreciation (depreciation) | | | $2,086,119,555 | |
Undistributed ordinary income | | | — | |
Accumulated capital losses | | | $(483,235,114 | ) |
The difference between book-basis and tax-basis cost and unrealized appreciation (depreciation) is attributable primarily to the tax deferral of losses on wash sales and the realization for tax purposes of unrealized gains (losses) on certain forward foreign currency exchange contracts.
The accumulated capital losses represent net capital loss carryovers that may be used to offset future realized capital gains for federal income tax purposes. Future capital loss carryover utilization in any given year may be subject to Internal Revenue Code limitations. Capital loss carryovers expire in 2017.
On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “Act”) was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. The changes are generally effective for taxable years beginning after the date of enactment. Under the Act, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.
For a Share Outstanding Throughout the Years Ended October 31 (except as noted) | |
Per-Share Data | Ratios and Supplemental Data | |
| | Income From Investment Operations: | Distributions From: | | | Ratio to Average Net Assets of: | | | |
| Net Asset Value, Beginning of Period | Net Investment Income (Loss)(1) | Net Realized and Unrealized Gain (Loss) | Total From Investment Operations | Net Investment Income | Net Realized Gains | Total Distributions | Net Asset Value, End of Period | Total Return(2) | Operating Expenses | Net Investment Income (Loss) | Portfolio Turnover Rate | Net Assets, End of Period (in thousands) |
Investor Class | |
2011 | $21.22 | 0.04 | 2.20 | 2.24 | (0.04) | — | (0.04) | $23.42 | 10.59% | 0.99% | 0.16% | 13% | $5,984,972 | |
2010 | $17.82 | 0.05 | 3.44 | 3.49 | (0.09) | — | (0.09) | $21.22 | 19.63% | 1.00% | 0.25% | 24% | $5,906,158 | |
2009 | $15.67 | 0.11 | 2.12 | 2.23 | (0.08) | — | (0.08) | $17.82 | 14.35% | 1.00% | 0.69% | 53% | $5,435,051 | |
2008 | $33.48 | 0.08 | (9.95) | (9.87) | — | (7.94) | (7.94) | $15.67 | (38.02)% | 0.99% | 0.36% | 152% | $5,275,836 | |
2007 | $28.55 | (0.01) | 6.95 | 6.94 | — | (2.01) | (2.01) | $33.48 | 25.89% | 0.99% | (0.04)% | 93% | $10,065,759 | |
Institutional Class | |
2011 | $21.69 | 0.08 | 2.27 | 2.35 | (0.09) | — | (0.09) | $23.95 | 10.85% | 0.79% | 0.36% | 13% | $52,751 | |
2010 | $18.22 | 0.09 | 3.51 | 3.60 | (0.13) | — | (0.13) | $21.69 | 19.81% | 0.80% | 0.45% | 24% | $45,791 | |
2009 | $16.02 | 0.14 | 2.17 | 2.31 | (0.11) | — | (0.11) | $18.22 | 14.58% | 0.80% | 0.89% | 53% | $73,933 | |
2008 | $33.98 | 0.15 | (10.17) | (10.02) | — | (7.94) | (7.94) | $16.02 | (37.89)% | 0.79% | 0.56% | 152% | $76,339 | |
2007 | $28.90 | 0.05 | 7.04 | 7.09 | — | (2.01) | (2.01) | $33.98 | 26.14% | 0.79% | 0.16% | 93% | $325,035 | |
A Class(3) | |
2011 | $20.62 | (0.02) | 2.15 | 2.13 | — | — | — | $22.75 | 10.33% | 1.24% | (0.09)% | 13% | $62,304 | |
2010 | $17.33 | —(4) | 3.33 | 3.33 | (0.04) | — | (0.04) | $20.62 | 19.24% | 1.25% | 0.00%(5) | 24% | $68,109 | |
2009 | $15.23 | 0.07 | 2.07 | 2.14 | (0.04) | — | (0.04) | $17.33 | 14.14% | 1.25% | 0.44% | 53% | $77,484 | |
2008 | $32.83 | 0.03 | (9.69) | (9.66) | — | (7.94) | (7.94) | $15.23 | (38.19)% | 1.24% | 0.11% | 152% | $85,723 | |
2007 | $28.11 | (0.08) | 6.81 | 6.73 | — | (2.01) | (2.01) | $32.83 | 25.56% | 1.24% | (0.29)% | 93% | $235,217 | |
For a Share Outstanding Throughout the Years Ended October 31 (except as noted) | |
Per-Share Data | Ratios and Supplemental Data | |
| | Income From Investment Operations: | Distributions From: | | | Ratio to Average Net Assets of: | | | |
| Net Asset Value, Beginning of Period | Net Investment Income (Loss)(1) | Net Realized and Unrealized Gain (Loss) | Total From Investment Operations | Net Investment Income | Net Realized Gains | Total Distributions | Net Asset Value, End of Period | Total Return(2) | Operating Expenses | Net Investment Income (Loss) | Portfolio Turnover Rate | Net Assets, End of Period (in thousands) |
C Class | |
2011 | $19.20 | (0.17) | 1.99 | 1.82 | — | — | — | $21.02 | 9.48% | 1.99% | (0.84)% | 13% | $678 | |
2010 | $16.22 | (0.13) | 3.11 | 2.98 | — | — | — | $19.20 | 18.45% | 2.00% | (0.75)% | 24% | $789 | |
2009 | $14.32 | (0.04) | 1.94 | 1.90 | — | — | — | $16.22 | 13.20% | 2.00% | (0.31)% | 53% | $884 | |
2008 | $31.54 | (0.13) | (9.15) | (9.28) | — | (7.94) | (7.94) | $14.32 | (38.63)% | 1.99% | (0.64)% | 152% | $891 | |
2007 | $27.26 | (0.29) | 6.58 | 6.29 | — | (2.01) | (2.01) | $31.54 | 24.64% | 1.99% | (1.04)% | 93% | $2,129 | |
R Class | |
2011 | $20.54 | (0.08) | 2.14 | 2.06 | — | — | — | $22.60 | 10.03% | 1.49% | (0.34)% | 13% | $4,173 | |
2010 | $17.26 | (0.05) | 3.33 | 3.28 | — | — | — | $20.54 | 19.00% | 1.50% | (0.25)% | 24% | $3,260 | |
2009 | $15.17 | 0.03 | 2.07 | 2.10 | (0.01) | — | (0.01) | $17.26 | 13.84% | 1.50% | 0.19% | 53% | $3,056 | |
2008 | $32.80 | (0.03) | (9.66) | (9.69) | — | (7.94) | (7.94) | $15.17 | (38.35)% | 1.49% | (0.14)% | 152% | $3,276 | |
2007 | $28.15 | (0.15) | 6.81 | 6.66 | — | (2.01) | (2.01) | $32.80 | 25.26% | 1.49% | (0.54)% | 93% | $5,971 | |
Notes to Financial Highlights
(1) | Computed using average shares outstanding throughout the period. |
(2) | Total returns are calculated based on the net asset value of the last business day and do not reflect applicable sales charges, if any. Total returns for periods less than one year are not annualized. |
(3) | Prior to September 4, 2007, the A Class was referred to as the Advisor Class. |
(4) | Per-share amount was less than $0.005. |
(5) | Ratio was less than 0.005%. |
See Notes to Financial Statements.
Report of Independent Registered Public Accounting Firm |
The Board of Directors and Shareholders,
American Century Mutual Funds, Inc.:
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Ultra Fund, one of the funds constituting American Century Mutual Funds, Inc. (the “Corporation”), as of October 31, 2011, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Corporation’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Corporation is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Corporation’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2011, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Ultra Fund of American Century Mutual Funds, Inc., as of October 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Deloitte & Touche LLP
Kansas City, Missouri
December 20, 2011
The Board of Directors
The individuals listed below serve as directors of the funds. Each director will continue to serve in this capacity until death, retirement, resignation or removal from office. The mandatory retirement age for directors who are not “interested persons,” as that term is defined in the Investment Company Act (independent directors), is 72. However, the mandatory retirement age for an individual director may be extended with the approval of the remaining independent directors.
Mr. Thomas is the only director who is an “interested person” because he currently serves as President and Chief Executive Officer of American Century Companies, Inc. (ACC), the parent company of American Century Investment Management, Inc. (ACIM or the advisor).
The other directors (more than three-fourths of the total number) are independent; that is, they have never been employees, directors or officers of, and have no financial interest in, ACC or any of its wholly owned, direct or indirect, subsidiaries, including ACIM, American Century Investment Services, Inc. (ACIS) and American Century Services, LLC (ACS). The directors serve in this capacity for seven (in the case of Mr. Thomas, 15) registered investment companies in the American Century Investments family of funds.
The following presents additional information about the directors. The mailing address for each director is 4500 Main Street, Kansas City, Missouri 64111.
Name (Year of Birth) | Position(s) Held with Funds | Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of American Century Portfolios Overseen by Director | Other Directorships Held During Past 5 Years |
Independent Directors |
Thomas A. Brown (1940) | Director | Since 1980 | Managing Member, Associated Investments, LLC (real estate investment company); Brown Cascade Properties, LLC (real estate investment company) (2001 to 2009) | 65 | None |
Andrea C. Hall (1945) | Director | Since 1997 | Retired as advisor to the President, Midwest Research Institute (not-for-profit research organization) (June 2006) | 65 | None |
Jan M. Lewis (1957) | Director | Since 2011 | President and Chief Executive Officer, Catholic Charities of Northeast Kansas (human services organization) (2006 to present); President, BUCON, Inc. (full-service design-build construction company) (2004 to 2006) | 65 | None |
James A. Olson (1942) | Director | Since 2007 | Member, Plaza Belmont LLC (private equity fund manager); Chief Financial Officer, Plaza Belmont LLC (September 1999 to September 2006) | 65 | Saia, Inc. and Entertainment Properties Trust |
(Year of Birth) | Position(s) Held with Funds | Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of American Century Portfolios Overseen by Director | Other Directorships Held During Past 5 Years |
Independent Directors | | | | | |
Donald H. Pratt (1937) | Director and Chairman of the Board | Since 1995 (Chairman since 2005) | Chairman and Chief Executive Officer, Western Investments, Inc. (real estate company) | 65 | None |
M. Jeannine Strandjord (1945) | Director | Since 1994 | Retired | 65 | DST Systems Inc., Euronet Worldwide Inc., and Charming Shoppes, Inc. |
John R. Whitten (1946) | Director | Since 2008 | Project Consultant, Celanese Corp. (industrial chemical company) | 65 | Rudolph Technologies, Inc. |
Stephen E. Yates (1948) | Advisory Director | Since 2011 | Retired; Executive Vice President, Technology & Operations, KeyCorp. (computer services) (2004 to 2010) | 65 | Applied Industrial Technology (2001 to 2010) |
|
Interested Director |
Jonathan S. Thomas (1963) | Director and President | Since 2007 | President and Chief Executive Officer, ACC (March 2007 to present); Chief Administrative Officer, ACC (February 2006 to February 2007); Executive Vice President, ACC (November 2005 to February 2007). Also serves as: Chief Executive Officer and Manager, ACS; Executive Vice President, ACIM; Director, ACC, ACIM and other ACC subsidiaries | 106 | None |
Officers
The following table presents certain information about the executive officers of the funds. Each officer serves as an officer for each of the 15 investment companies in the American Century family of funds, unless otherwise noted. No officer is compensated for his or her service as an officer of the funds. The listed officers are interested persons of the funds and are appointed or re-appointed on an annual basis. The mailing address for each officer listed below is 4500 Main Street, Kansas City, Missouri 64111.
Name (Year of Birth) | | Offices with the Funds | Principal Occupation(s) During the Past Five Years |
Jonathan S. Thomas (1963) | | Director and President since 2007 | President and Chief Executive Officer, ACC (March 2007 to present); Chief Administrative Officer, ACC (February 2006 to February 2007); Executive Vice President, ACC (November 2005 to February 2007). Also serves as: Chief Executive Officer and Manager, ACS; Executive Vice President, ACIM; Director, ACC, ACIM and other ACC subsidiaries |
Barry Fink (1955) | | Executive Vice President since 2007 | Chief Operating Officer and Executive Vice President, ACC (September 2007 to present); President, ACS (October 2007 to present); Managing Director, Morgan Stanley (2000 to 2007); Global General Counsel, Morgan Stanley (2000 to 2006). Also serves as: Manager, ACS and Director, ACC and certain ACC subsidiaries |
Maryanne L. Roepke (1956) | | Chief Compliance Officer since 2006 and Senior Vice President since 2000 | Chief Compliance Officer, American Century funds, ACIM and ACS (August 2006 to present); Assistant Treasurer, ACC (January 1995 to August 2006); and Treasurer and Chief Financial Officer, various American Century funds (July 2000 to August 2006). Also serves as: Senior Vice President, ACS |
Charles A. Etherington (1957) | | General Counsel since 2007 and Senior Vice President since 2006 | Attorney, ACC (February 1994 to present); Vice President, ACC (November 2005 to present), General Counsel, ACC (March 2007 to present); Also serves as General Counsel, ACIM, ACS, ACIS and other ACC subsidiaries; and Senior Vice President, ACIM and ACS |
Robert J. Leach (1966) | | Vice President, Treasurer and Chief Financial Officer since 2006 | Vice President, ACS (February 2000 to present); and Controller, various American Century funds (1997 to September 2006) |
David H. Reinmiller (1963) | | Vice President since 2000 | Attorney, ACC (January 1994 to present); Associate General Counsel, ACC (January 2001 to present). Also serves as Vice President, ACIM and ACS |
Ward D. Stauffer (1960) | | Secretary since 2005 | Attorney, ACC (June 2003 to present) |
The Statement of Additional Information has additional information about the fund’s directors and is available without charge, upon request, by calling 1-800-345-2021.
Approval of Management Agreement |
At a meeting held on June 9, 2011, the Fund’s Board of Directors unanimously approved the renewal of the management agreement pursuant to which American Century Investment Management, Inc. (the “Advisor”) acts as the investment advisor for the Fund. Under Section 15(c) of the Investment Company Act, contracts for investment advisory services are required to be reviewed, evaluated, and approved by a majority of a fund’s independent directors (the “Directors”) each year.
As a part of the approval process, the Board requested and reviewed extensive data and information compiled by the Advisor and certain independent providers of evaluation data concerning the Fund and the services provided to the Fund by the Advisor. This review was in addition to the oversight and evaluation undertaken by the Board and its committees on a continuous basis throughout the year and included, but was not limited to the following:
• | the nature, extent, and quality of investment management, shareholder services, and other services provided by the Advisor to the Fund; |
• | the wide range of other programs and services the Advisor provides to the Fund and its shareholders on a routine and non-routine basis; |
• | the investment performance of the fund, including data comparing the Fund’s performance to appropriate benchmarks and/or a peer group of other mutual funds with similar investment objectives and strategies; |
• | data comparing the cost of owning the Fund to the cost of owning similar funds; |
| the Advisor’s compliance policies, procedures, and regulatory experience; |
| financial data showing the cost of services provided to the Fund, the profitability of the Fund to the Advisor, and the overall profitability of the Advisor; |
| data comparing services provided and charges to other investment management clients of the Advisor; and |
| consideration of collateral benefits derived by the Advisor from the management of the Fund and any potential economies of scale relating thereto. |
In keeping with its practice, the Board held two in-person meetings and one telephonic meeting to review and discuss the information provided. The Directors also had the benefit of the advice of independent counsel throughout the period.
Factors Considered
The Directors considered all of the information provided by the Advisor, the independent data providers, and independent counsel, and evaluated such information for the Fund. In connection with their review, the Directors did not identify any single factor as being all-important or controlling, and each Director may have attributed different levels of importance to different factors. In deciding to renew the management agreement, the Board based its decision on a number of factors, including the following:
Nature, Extent and Quality of Services — Generally. Under the management agreement, the Advisor is responsible for providing or arranging for all services necessary for the operation of the Fund. The Board noted that under the management agreement, the Advisor provides or arranges at its own expense a wide variety of services including:
| constructing and designing the Fund |
| portfolio research and security selection |
| initial capitalization/funding |
| daily valuation of the Fund’s portfolio |
| shareholder servicing and transfer agency, including shareholder confirmations, recordkeeping, and communications |
| regulatory and portfolio compliance |
| marketing and distribution |
The Board noted that many of these services have expanded over time both in terms of quantity and complexity in response to shareholder demands, competition in the industry, changing distribution channels, and the changing regulatory environment.
Investment Management Services. The nature of the investment management services provided to the Fund is quite complex and allows Fund shareholders access to professional money management, instant diversification of their investments within an asset class, the opportunity to easily diversify among asset classes by investing in or exchanging among various American Century Investments funds, and liquidity. In evaluating investment performance, the Board expects the Advisor to manage the Fund in accordance with its investment objectives and approved strategies. Further, the Directors recognize that the Advisor has an obligation to monitor trading activities, and in particular to seek the best execution of fund trades, and to evaluate the use of and payment for research. In providing these services, the Advisor utilizes teams of investment professionals (portfolio managers, analysts, research assistants, and securities traders) who require extensive information technology, research, training, compliance and other systems to conduct their business. The Board, directly and through its Fund Performance Review Committee, regularly reviews investment performance information for the Fund, together with comparative information for appropriate benchmarks and/or peer groups of similarly-managed funds, over different time horizons.
The Directors also review detailed performance information during the management agreement approval process. If performance concerns are identified, the Fund receives special reviews until performance improves, during which the Board discusses with the Advisor the reasons for such results (e.g., market conditions, security selection) and any efforts being undertaken to improve performance. Taking all these factors into consideration, the Board found the investment management services provided by the Advisor to the Fund to meet or exceed industry standards. More detailed information about the Fund’s performance can be found in the Performance and Portfolio Commentary sections of this report.
Shareholder and Other Services. Under the management agreement, the Advisor provides the Fund with a comprehensive package of transfer agency, shareholder, and other services. The Board, directly and through various committees of the Board, regularly reviews reports and evaluations of such services at its regular meetings. These reports include, but are not limited to, information regarding the operational efficiency and accuracy of the shareholder and transfer agency services provided, staffing levels, shareholder satisfaction (as measured by external as well as internal sources), technology support, new products and services offered to Fund shareholders, securities trading activities, portfolio valuation services, auditing services, and legal and operational compliance activities. Certain aspects of shareholder and transfer agency service level efficiency and the quality of securities trading activities are measured by independent third party providers and are presented in comparison to other fund groups not managed by the Advisor. The Board found the services provided by the Advisor to the Fund under the management agreement to be competitive and of high quality.
Costs of Services and Profitability. The Advisor provides detailed information concerning its cost of providing various services to the Fund, its profitability in managing the Fund, its overall profitability, and its financial condition. The Directors have reviewed with the Advisor the methodology used to prepare this financial information. The financial information regarding the Advisor is considered in evaluating the Advisor’s financial condition, ability to continue to provide services under the management agreement, and the reasonableness of the current management fee. The Board concluded that the Advisor’s profits were reasonable in light of the services provided to the Fund.
Ethics. The Board generally considers the Advisor’s commitment to providing quality services to shareholders and to conducting its business ethically. They noted that the Advisor’s practices generally meet or exceed industry best practices.
Economies of Scale. The Board also reviewed information provided by the Advisor regarding the possible existence of economies of scale in connection with the management of the Fund. The Board concluded that economies of scale are difficult to measure and predict with precision, especially on a fund-by-fund basis. The Board concluded that the Advisor is appropriately sharing economies of scale through its competitive fee structure, offering competitive fees from fund inception, and through reinvestment in its business to provide shareholders additional content and services.
Comparison to Other Funds’ Fees. The management agreement provides that the Fund pay the Advisor a single, all-inclusive (or unified) management fee for providing all services necessary for the management and operation of the Fund, other than brokerage expenses, taxes, interest, extraordinary expenses, and the fees and expenses of the Fund’s independent directors (including their independent legal counsel) and expenses incurred in connection with the provision of shareholder services and distribution services under a plan adopted pursuant to Rule 12b-1 under the 1940 Act. Under the unified fee structure, the Advisor is responsible for providing all investment advisory, custody, audit, administrative, compliance, recordkeeping, marketing and shareholder services, or arranging and supervising third parties to provide such services. By contrast, most other funds are charged a variety of fees, including an investment advisory fee, a transfer agency fee, an administrative fee, distribution charges and other expenses. Other than their investment advisory fees and any applicable Rule 12b-1 distribution fees, all other components of the total fees charged by these other funds may be increased without shareholder approval. The Board believes the unified fee structure is a benefit to Fund shareholders because it clearly discloses to shareholders the cost of owning Fund shares, and, since the unified fee cannot be increased without a vote of Fund shareholders, it shifts to the Advisor the risk of increased costs of operating the Fund and provides a direct incentive to minimize administrative inefficiencies. Part of the Board’s analysis of fee levels involves reviewing certain evaluative data compiled by an independent provider and comparing the Fund’s unified fee to the total expense ratio of other funds in the Fund’s peer group. The Board concluded that the management fee paid by the Fund to the Advisor under the management agreement is reasonable in light of the services provided to the Fund.
Comparison to Fees and Services Provided to Other Clients of the Advisor. The Board also requested and received information from the Advisor concerning the nature of the services, fees, costs and profitability of its advisory services to advisory clients other than the Fund. They observed that these varying types of client accounts require different services and involve different regulatory and entrepreneurial risks than the management of the Fund. The Board analyzed this information and concluded that the fees charged and services provided to the Fund were reasonable by comparison.
Collateral or “Fall-Out” Benefits Derived by the Advisor. The Board considered the existence of collateral benefits the Advisor may receive as a result of its relationship with the Fund. They concluded that the Advisor’s primary business is managing mutual funds and it generally does not use fund or shareholder information to generate profits in other lines of business, and therefore does not derive any significant collateral benefits from them. The Board noted that the Advisor receives proprietary research from broker-dealers that execute fund portfolio transactions and concluded that this research is likely to benefit Fund shareholders. The Board also determined that the Advisor is able to provide investment management services to certain clients other than the Fund, at least in part, due to its existing infrastructure built to serve the fund complex. The Board concluded, however, that the assets of those other clients are not material to the analysis and, where applicable, may be included with the assets of the Fund to determine breakpoints in the management fee schedule.
Existing Relationship. The Board also considered whether there was any reason for not continuing the existing arrangement with the Advisor. In this regard, the Board was mindful of the potential disruptions of the Fund’s operations and various risks, uncertainties, and other effects that could occur as a result of a decision not to continue such relationship. In particular, the Board recognized that most shareholders have invested in the Fund on the strength of the Advisor’s industry standing and reputation and in the expectation that the Advisor will have a continuing role in providing advisory services to the Fund.
Conclusion of the Directors. As a result of this process, the Board, including all of the independent directors, taking into account all of the factors discussed above and the information provided by the Advisor and others, concluded that the management agreement between the Fund and the Advisor is fair and reasonable in light of the services provided and should be renewed.
Retirement Account Information
As required by law, distributions you receive from certain IRAs, or 403(b), 457 and qualified plans are subject to federal income tax withholding, unless you elect not to have withholding apply. Tax will be withheld on the total amount withdrawn even though you may be receiving amounts that are not subject to withholding, such as nondeductible contributions. In such case, excess amounts of withholding could occur. You may adjust your withholding election so that a greater or lesser amount will be withheld.
If you don’t want us to withhold on this amount, you must notify us to not withhold the federal income tax. You may notify us in writing or in certain situations by telephone or through other electronic means. You have the right to revoke your withholding election at any time and any election you make may remain in effect until revoked by filing a new election.
Remember, even if you elect not to have income tax withheld, you are liable for paying income tax on the taxable portion of your withdrawal. If you elect not to have income tax withheld or you don’t have enough income tax withheld, you may be responsible for payment of estimated tax. You may incur penalties under the estimated tax rules if your withholding and estimated tax payments are not sufficient. You can reduce or defer the income tax on a distribution by directly or indirectly rolling such distribution over to another IRA or eligible plan. You should consult your tax advisor for additional information.
State tax will be withheld if, at the time of your distribution, your address is within one of the mandatory withholding states and you have federal income tax withheld. State taxes will be withheld from your distribution in accordance with the respective state rules.
Proxy Voting Guidelines
American Century Investment Management, Inc., the fund’s investment advisor, is responsible for exercising the voting rights associated with the securities purchased and/or held by the fund. A description of the policies and procedures the advisor uses in fulfilling this responsibility is available without charge, upon request, by calling 1-800-345-2021. It is also available on American Century Investments’ website at americancentury.com and on the Securities and Exchange Commission’s website at sec.gov. Information regarding how the investment advisor voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the “About Us” page at americancentury.com. It is also available at sec.gov.
Quarterly Portfolio Disclosure
The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. The fund’s Forms N-Q are available on the SEC’s website at sec.gov, and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The fund also makes its complete schedule of portfolio holdings for the most recent quarter of its fiscal year available on its website at americancentury.com and, upon request, by calling 1-800-345-2021.
Other Tax Information
The following information is provided pursuant to provisions of the Internal Revenue Code.
The fund hereby designates up to the maximum amount allowable as qualified dividend income for the fiscal year ended October 31, 2011.
For corporate taxpayers, the fund hereby designates $12,499,215, or up to the maximum amount allowable, of ordinary income distributions paid during the fiscal year ended October 31, 2011 as qualified for the corporate dividends received deduction.
Contact Us | americancentury.com |
Automated Information Line | 1-800-345-8765 |
Investor Services Representative | 1-800-345-2021 or 816-531-5575 |
Investors Using Advisors | 1-800-378-9878 |
Business, Not-For-Profit, Employer-Sponsored Retirement Plans | 1-800-345-3533 |
Banks and Trust Companies, Broker-Dealers, Financial Professionals, Insurance Companies | 1-800-345-6488 |
Telecommunications Device for the Deaf | 1-800-634-4113 |
American Century Mutual Funds, Inc.
Investment Advisor:
American Century Investment Management, Inc.
Kansas City, Missouri
This report and the statements it contains are submitted for the general information of our shareholders. The report is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.
©2011 American Century Proprietary Holdings, Inc. All rights reserved.
CL-ANN-73910 1112
ANNUAL REPORT OCTOBER 31, 2011
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President’s Letter | 2 |
Independent Chairman’s Letter | 3 |
Market Perspective | 4 |
Performance | 5 |
Portfolio Commentary | 6 |
Fund Characteristics | 8 |
Shareholder Fee Example | 9 |
Schedule of Investments | 11 |
Statement of Assets and Liabilities | 14 |
Statement of Operations | 15 |
Statement of Changes in Net Assets | 16 |
Notes to Financial Statements | 17 |
Financial Highlights | 22 |
Report of Independent Registered Public Accounting Firm | 23 |
Management | 24 |
Approval of Management Agreement | 27 |
Additional Information | 32 |
Any opinions expressed in this report reflect those of the author as of the date of the report, and do not necessarily represent the opinions of American Century Investments® or any other person in the American Century Investments organization. Any such opinions are subject to change at any time based upon market or other conditions and American Century Investments disclaims any responsibility to update such opinions. These opinions may not be relied upon as investment advice and, because investment decisions made by American Century Investments funds are based on numerous factors, may not be relied upon as an indication of trading intent on behalf of any American Century Investments fund. Security examples are used for representational purposes only and are not intended as recommendations to purchase or sell securities. Performance information for comparative indices and securities is provided to American Century Investments by third party vendors. To the best of American Century Investments’ knowledge, such information is accurate at the time of printing.
Dear Investor:
Thank you for reviewing this annual report for the period ended October 31, 2011. Our report offers investment performance and portfolio information, presented with the expert perspective of our portfolio management team.
This report remains one of our most important vehicles for conveying information about investment performance, as well as market factors and strategies that affected fund returns. For additional, updated information, we encourage you to visit our website, americancentury.com. Click on the “Fund Performance” and “Insights & News” headings at the top of our Individual Investors site.
Volatile Period Produces Moderate U.S. Stock Returns
Broad U.S. stock market indices returned roughly 7–10% during the 12 months ended October 31, 2011. That’s a moderate level of equity performance compared with the shorter-term volatility we experienced during the period.
For example, from October 31, 2010, to April 29, 2011, the S&P 500 Index gained over 15%. That upturn was the latter part of an approximately 30% rally (extending back to late August 2010) that began in expectation of the Federal Reserve’s second round of quantitative easing (government securities purchases intended to stimulate economic growth and investment risk-taking), which started during the fourth quarter of 2010.
Economic optimism and increased risk-taking governed market performance from the third quarter of 2010 until the end of April 2011. That optimism eroded, however, and investors’ risk tolerance reversed as high fuel prices, further U.S. home value declines, elevated U.S. unemployment rates, natural disasters, a near-default on U.S. government debt, a U.S. debt rating downgrade, and a resurgence of the European sovereign debt crisis ebbed the economic tide.
In response, the S&P 500 Index declined over 15% from the end of April to early October 2011. And the roller coaster wasn’t over—the S&P 500 Index rebounded over 14% during a stretch in October on better economic news and European efforts to ease the debt crisis.
Unfortunately, further volatility appears likely in 2012 as the markets wrestle with uncertainties regarding European debt, economic strength, government budget deficits, and the U.S. presidential election. We believe strongly in adhering to a disciplined, diversified, long-term investment approach during volatile periods, and we appreciate your continued trust in us during these unsettled times.
Sincerely,
Jonathan Thomas
President and Chief Executive Officer
American Century Investments
Independent Chairman’s Letter |
Don Pratt
Dear Fellow Shareholders,
The board of directors of the fund was pleased at the announcement of a new strategic partner for the investment advisor to the American Century Investments funds. Canadian Imperial Bank of Commerce (CIBC), a leading Canadian financial institution, purchased the 41 percent economic interest in American Century Companies, the parent corporation of the advisor, previously held by JPMorgan Chase & Co. Based in Toronto, CIBC provides a full range of retail and wholesale banking services to almost 11 million clients through approximately 1,100 branches and offices in Canada, the U.S. and around the world. This transaction will benefit fund shareholders by bolstering the financial strength of the advisor and providing a strategic partner to help support its growth initiative to broaden non-U.S. distribution of its products and services.
The board also has been briefed throughout the year on the impact on fund performance of the European banking crisis, the U.S. deficit reduction debates, and the pace of economic growth. While the performance of all funds has been affected, the majority of American Century Investments funds overseen by the board are exceeding their benchmarks for the one-, three-, five-, and ten-year periods ended September 30, 2011. This is commendable performance, particularly in these challenging market conditions.
We are completing another year of board oversight on your behalf. We appreciate any comments you would like to share with the board. Send them to me at dhpratt@fundboardchair.com. Thank you for your continued investment in American Century Investments funds.
Best regards,
Don Pratt
By David Hollond, Chief Investment Officer,
U.S. Growth Equity—Mid & Small Cap
The U.S. stock market overcame major swings in investor sentiment to post positive results for the 12 months ended October 31, 2011. The reporting period began on a positive note as solid corporate earnings growth and improving economic conditions—fueled by a second round of quantitative easing by the Federal Reserve and an extension of expiring federal tax breaks—sparked a sharp rally in the equity market. Stocks remained on an upward trajectory through the first four months of 2011 despite unrest in the Middle East and North Africa, as well as a devastating earthquake and tsunami in Japan.
Market sentiment shifted dramatically during the last half of the period as investors reacted to a worsening sovereign debt crisis in Europe, including a bailout package for Portugal, further credit deterioration and a potential debt restructuring in Greece, and concerns about the negative impact of the crisis on the European banking system. In addition, the economic outlook grew increasingly uncertain amid evidence of a slowdown in economic activity. The end result was a reversal in the stock market that accelerated between July and September, erasing all of the market’s gains from earlier in the period.
Stocks rebounded in October as better economic data eased recession fears, enabling the market to produce a positive overall return for the 12-month period. Although mid- and small-cap stocks led the market’s advance in the first half of the period, they lagged during the market decline and underperformed large-cap stocks for the full 12-month period (see the table below).
However, growth stocks outperformed value shares throughout the period. Despite the increasingly uncertain economic outlook, we have not seen a broad deterioration in business fundamentals. Many companies continued to report better-than-expected earnings, even during the height of the market volatility in July and August. Companies that benefit from enduring, secular growth trends resulting from new technologies or products can succeed and show improvement under even challenging economic conditions. Furthermore, an economic slowdown often causes changes in consumer behavior that present investment opportunities.
U.S. Stock Index Returns |
For the 12 months ended October 31, 2011 |
Russell 1000 Index (Large-Cap) | 8.01% | | Russell 2000 Index (Small-Cap) | 6.71% |
Russell 1000 Growth Index | 9.92% | | Russell 2000 Growth Index | 9.84% |
Russell 1000 Value Index | 6.16% | | Russell 2000 Value Index | 3.54% |
Russell Midcap Index | 7.85% | | |
Russell Midcap Growth Index | 10.08% | | | |
Russell Midcap Value Index | 5.83% | | | |
Total Returns as of October 31, 2011 |
| | | Average Annual Returns | |
| Ticker Symbol | 1 year | 5 years | 10 years | Since Inception | Inception Date |
Investor Class | AMVIX | 10.16% | 0.29% | 3.78% | 1.90% | 11/30/99 |
Russell 3000 Index | — | 7.90% | 0.55% | 4.37% | 1.71% | — |
Institutional Class | AVDIX | 10.55% | 0.49% | 3.99% | 0.41% | 8/1/00 |
Growth of $10,000 Over 10 Years |
$10,000 investment made October 31, 2001 |
Total Annual Fund Operating Expenses |
Investor Class | Institutional Class |
1.26% | 1.06% |
The total annual fund operating expenses shown is as stated in the fund’s prospectus current as of the date of this report. The prospectus may vary from the expense ratio shown elsewhere in this report because it is based on a different time period, includes acquired fund fees and expenses, and, if applicable, does not include fee waivers or expense reimbursements.
Data presented reflect past performance. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance shown. Investment return and principal value will fluctuate, and redemption value may be more or less than original cost. To obtain performance data current to the most recent month end, please call 1-800-345-2021 or visit americancentury.com. The fund’s investment process may result in high portfolio turnover, which could mean high transaction costs, affecting both performance and capital gains tax liabilities to investors. International investing involves special risks, such as political instability and currency fluctuations. Investing in emerging markets may accentuate these risks.
Unless otherwise indicated, performance reflects Investor Class shares; performance for other share classes will vary due to differences in fee structure. For information about other share classes available, please consult the prospectus. Data assumes reinvestment of dividends and capital gains, and none of the charts reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Returns for the index are provided for comparison. The fund’s total returns include operating expenses (such as transaction costs and management fees) that reduce returns, while the total returns of the index do not.
Portfolio Managers: John Small, Jr. and Stephen Pool
Performance Summary
Veedot returned 10.16%* for the 12 months ended October 31, 2011, outperforming its benchmark, the Russell 3000 Index, which returned 7.90% for the period.
As discussed in the Market Perspective on page 4, equity indices generally gained during the reporting period, although they struggled with the challenges of a weak global economic recovery, ongoing sovereign debt concerns in Europe, and Treasury debt downgrade. Price momentum, a factor that the Veedot team looks for in portfolio holdings, was not consistently rewarded. Even so, Veedot’s highly systematic investment process delivered portfolio returns that surpassed those of its benchmark.
Within the portfolio, stock selection in the consumer staples and financials sectors accounted for the bulk of outperformance relative to the benchmark. Stock decisions in the consumer discretionary, industrials, and utilities sectors also benefited relative returns. Those gains were partially offset by relative losses in the energy and telecommunications services sectors.
Consumer Staples, Financials Led Gains
Veedot derived the majority of its relative gains from the consumer staples sector. Within the sector, a handful of overweight positions in the food products industry group contributed meaningfully to relative performance, including B&G Foods. The manufacturer and distributor of shelf-stable foods improved net income levels in the face of rising costs largely through a shift to higher margin products. Effective stock decisions in the personal products industry also added to relative results.
The financials sector was also a source of relative gains. Here, a number of overweight stakes in the real estate investment trusts industry group benefited performance versus the benchmark.
Consumer Discretionary Contributed, but Some Holdings Detracted
The consumer discretionary sector was a key source of outperformance relative to the benchmark. Within the auto components industry, an overweight stake in automotive supplier TRW Automotive Holdings Corp. helped absolute and relative returns. The company, which makes safety electronics and airbags, delivered solid earnings as a result of strong demand from China and a federal mandate requiring side airbags for all U.S.-made passenger vehicles by 2012.
However, some holdings in the sector detracted meaningfully from relative gains. Within the media industry, an overweight position in Cablevision Systems hurt performance relative to the benchmark. The New York-area cable company suffered a drop in net income, caused in part by costs created by Hurricane Irene.
*All fund returns referenced in this commentary are for Investor Class shares.
Industrials, Utilities Outperformed Benchmark
In the industrials sector, Veedot was rewarded for an overweight stake in professional services company SFN Group. The temporary staffing company agreed to be acquired by global staffing firm Randstad Holding during the reporting period. Effective stock selection in the machinery and the air freight and logistics industry groups also contributed to relative results.
Veedot derived relative gains from stock decisions in the utilities sector. Notably, an overweight stake in CenterPoint Energy represented the largest single contributor to performance versus the benchmark. The distributor of electricity and natural gas in the South and Midwest reported higher-than-expected earnings levels amid growth in its field-services unit that serves producers, with gathering volumes rising in its Haynesville Shale region.
Energy, Telecommunications Services Detracted, but Some Holdings Helped
Within the energy sector, two overweight holdings—EXCO Resources and Marathon Oil—detracted from relative returns. Both oil and gas exploration companies were hurt by a decline in prices during the reporting period.
Elsewhere in the energy sector, though, Veedot held a stake in HollyFrontier, which was formed during the reporting period as the result of a merger between Holly Corp. and Frontier Oil. The petroleum refiner experienced a sharp rise in revenues following the merger, due to higher refinery gross margins.
The telecommunications services sector was also a source of relative underperformance. Here, Veedot held several detrimental overweight positions in the wireless telecommunication services industry, including a stake in United States Cellular. A loss in subscribers plagued the wireless carrier, as many subscribers chose carriers that offered Apple’s iPhone.
Although the information technology sector did not detract from relative returns, one holding in the sector significantly trimmed returns versus the benchmark. Finland-based Nokia experienced a share price decline as its smartphones continued to lose market share to rival Apple’s iPhone.
Outlook
Using a systematic and technically-driven process, Veedot focuses on finding companies whose fundamental characteristics meet strict requirements for accelerating earnings and revenue growth. Such companies must also have historical stock price performance that suggests impending share price appreciation.
During the reporting period, the environment for growth and momentum oriented investment styles remained difficult. Despite these headwinds, Veedot delivered solid results and outperformed its benchmark. Looking ahead, we remain confident that our systematic process of identifying companies with accelerating growth and price momentum will continue to successfully identify opportunities across industry sectors.
OCTOBER 31, 2011 |
Top Ten Holdings | % of net assets |
Wal-Mart Stores, Inc. | 2.4% |
UGI Corp. | 1.7% |
Rayonier, Inc. | 1.3% |
Eli Lilly & Co. | 1.3% |
Abbott Laboratories | 1.3% |
HSN, Inc. | 1.3% |
Cardinal Health, Inc. | 1.3% |
Baxter International, Inc. | 1.2% |
AstraZeneca plc ADR | 1.2% |
Philip Morris International, Inc. | 1.2% |
| |
Top Five Industries | % of net assets |
Oil, Gas and Consumable Fuels | 17.9% |
Food and Staples Retailing | 8.5% |
Pharmaceuticals | 6.8% |
Real Estate Investment Trusts (REITs) | 5.1% |
Health Care Providers and Services | 4.5% |
| |
Types of Investments in Portfolio | % of net assets |
Domestic Common Stocks | 83.3% |
Foreign Common Stocks* | 16.6% |
Total Common Stocks | 99.9% |
Temporary Cash Investments | 1.3% |
Other Assets and Liabilities | (1.2)% |
*Includes depositary shares, dual listed securities and foreign ordinary shares.
Fund shareholders may incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption/exchange fees; and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in your fund and to compare these costs with the ongoing cost of investing in other mutual funds.
The example is based on an investment of $1,000 made at the beginning of the period and held for the entire period from May 1, 2011 to October 31, 2011.
Actual Expenses
The table provides information about actual account values and actual expenses for each class. You may use the information, together with the amount you invested, to estimate the expenses that you paid over the period. First, identify the share class you own. Then simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
If you hold Investor Class shares of any American Century Investments fund, or Institutional Class shares of the American Century Diversified Bond Fund, in an American Century Investments account (i.e., not a financial intermediary or retirement plan account), American Century Investments may charge you a $12.50 semiannual account maintenance fee if the value of those shares is less than $10,000. We will redeem shares automatically in one of your accounts to pay the $12.50 fee. In determining your total eligible investment amount, we will include your investments in all personal accounts (including American Century Investments Brokerage accounts) registered under your Social Security number. Personal accounts include individual accounts, joint accounts, UGMA/UTMA accounts, personal trusts, Coverdell Education Savings Accounts and IRAs (including traditional, Roth, Rollover, SEP-, SARSEP- and SIMPLE-IRAs), and certain other retirement accounts. If you have only business, business retirement, employer-sponsored or American Century Investments Brokerage accounts, you are currently not subject to this fee. We will not charge the fee as long as you choose to manage your accounts exclusively online. If you are subject to the Account Maintenance Fee, your account value could be reduced by the fee amount.
Hypothetical Example for Comparison Purposes
The table also provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio of each class of your fund and an assumed rate of return of 5% per year before expenses, which is not the actual return of a fund’s share class. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption/exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| Beginning Account Value 5/1/11 | Ending Account Value 10/31/11 | Expenses Paid During Period(1) 5/1/11 - 10/31/11 | Annualized Expense Ratio(1) |
Actual | | | | |
Investor Class | $1,000 | $935.60 | $6.10 | 1.25% |
Institutional Class | $1,000 | $938.10 | $5.13 | 1.05% |
Hypothetical | | | | |
Investor Class | $1,000 | $1,018.90 | $6.36 | 1.25% |
Institutional Class | $1,000 | $1,019.91 | $5.35 | 1.05% |
(1) | Expenses are equal to the class’s annualized expense ratio listed in the table above, multiplied by the average account value over the period, multiplied by 184, the number of days in the most recent fiscal half-year, divided by 365, to reflect the one-half year period. |
| Shares | Value |
Common Stocks — 99.9% |
AEROSPACE AND DEFENSE — 2.2% |
Lockheed Martin Corp. | 10,877 | $825,564 |
Raytheon Co. | 17,610 | 778,186 |
| | 1,603,750 |
AIRLINES — 1.0% |
Ryanair Holdings plc ADR(1) | 26,260 | 755,500 |
AUTO COMPONENTS — 1.1% |
Dana Holding Corp.(1) | 55,200 | 780,528 |
BEVERAGES — 2.1% |
Coca-Cola Femsa SAB de CV ADR | 7,962 | 712,997 |
Dr Pepper Snapple Group, Inc. | 21,805 | 816,597 |
| | 1,529,594 |
BIOTECHNOLOGY — 1.0% |
Pharmasset, Inc.(1) | 9,996 | 703,718 |
CHEMICALS — 2.0% |
Flotek Industries, Inc.(1) | 98,075 | 729,678 |
Olin Corp. | 37,087 | 699,461 |
| | 1,429,139 |
COMMERCIAL SERVICES AND SUPPLIES — 2.0% |
Pitney Bowes, Inc. | 36,027 | 734,230 |
Republic Services, Inc. | 25,911 | 737,427 |
| | 1,471,657 |
COMPUTERS AND PERIPHERALS — 1.1% |
Quantum Corp.(1) | 317,985 | 829,941 |
CONTAINERS AND PACKAGING — 0.4% |
Packaging Corp. of America | 9,950 | 259,496 |
DIVERSIFIED CONSUMER SERVICES — 1.7% |
American Public Education, Inc.(1) | 21,017 | 752,619 |
ITT Educational Services, Inc.(1) | 7,430 | 460,363 |
| | 1,212,982 |
DIVERSIFIED TELECOMMUNICATION SERVICES — 1.6% |
BCE, Inc. | 5,399 | 213,854 |
Chunghwa Telecom Co. Ltd. ADR | 3,867 | 130,047 |
TELUS Corp. | 16,420 | 837,256 |
| | 1,181,157 |
ELECTRIC UTILITIES — 2.1% |
Cia Energetica de Minas Gerais ADR | 45,897 | 782,085 |
Enersis SA ADR | 40,134 | 787,830 |
| | 1,569,915 |
ELECTRICAL EQUIPMENT — 0.8% |
ABB Ltd. ADR(1) | 32,733 | $615,708 |
ELECTRONIC EQUIPMENT, INSTRUMENTS AND COMPONENTS — 1.0% |
Flextronics International Ltd.(1) | 112,805 | 740,565 |
ENERGY EQUIPMENT AND SERVICES — 1.0% |
Nabors Industries Ltd.(1) | 39,458 | 723,265 |
FOOD AND STAPLES RETAILING — 8.5% |
Casey’s General Stores, Inc. | 6,782 | 336,048 |
Costco Wholesale Corp. | 9,792 | 815,184 |
CVS Caremark Corp. | 22,058 | 800,705 |
Kroger Co. (The) | 36,384 | 843,381 |
Safeway, Inc. | 42,113 | 815,729 |
Wal-Mart Stores, Inc. | 31,500 | 1,786,680 |
Walgreen Co. | 24,000 | 796,800 |
| | 6,194,527 |
FOOD PRODUCTS — 1.0% |
McCormick & Co., Inc. | 15,420 | 748,795 |
GAS UTILITIES — 1.7% |
UGI Corp. | 44,000 | 1,261,480 |
HEALTH CARE EQUIPMENT AND SUPPLIES — 3.3% |
Baxter International, Inc. | 16,009 | 880,175 |
Becton, Dickinson and Co. | 9,817 | 767,984 |
Medtronic, Inc. | 21,281 | 739,302 |
| | 2,387,461 |
HEALTH CARE PROVIDERS AND SERVICES — 4.5% |
AmerisourceBergen Corp. | 20,388 | 831,830 |
Cardinal Health, Inc. | 20,758 | 918,957 |
McKesson Corp. | 9,951 | 811,504 |
Molina Healthcare, Inc.(1) | 34,138 | 723,043 |
| | 3,285,334 |
HOTELS, RESTAURANTS AND LEISURE — 2.7% |
Buffalo Wild Wings, Inc.(1) | 5,422 | 359,045 |
Darden Restaurants, Inc. | 16,417 | 786,046 |
Home Inns & Hotels Management, Inc. ADR(1) | 23,469 | 801,701 |
| | 1,946,792 |
INSURANCE — 1.5% |
Genworth Financial, Inc. Class A(1) | 109,099 | 696,052 |
Maiden Holdings Ltd. | 48,116 | 392,145 |
| | 1,088,197 |
INTERNET AND CATALOG RETAIL — 1.3% |
HSN, Inc. | 25,839 | 921,677 |
INTERNET SOFTWARE AND SERVICES — 1.3% |
j2 Global Communications, Inc. | 6,810 | $209,612 |
VeriSign, Inc. | 23,870 | 765,988 |
| | 975,600 |
IT SERVICES — 2.0% |
Fidelity National Information Services, Inc. | 7,838 | 205,199 |
Sapient Corp. | 66,955 | 827,564 |
Western Union Co. (The) | 26,366 | 460,614 |
| | 1,493,377 |
LEISURE EQUIPMENT AND PRODUCTS — 1.1% |
Hasbro, Inc. | 20,650 | 785,939 |
MACHINERY — 1.4% |
Douglas Dynamics, Inc. | 19,814 | 297,606 |
Toro Co. (The) | 13,515 | 730,351 |
| | 1,027,957 |
MEDIA — 0.8% |
Cablevision Systems Corp., Class A | 26,396 | 381,950 |
Washington Post Co. (The) Class B | 590 | 200,695 |
| | 582,645 |
METALS AND MINING — 0.6% |
Southern Copper Corp. | 13,174 | 404,178 |
MULTI-UTILITIES — 4.3% |
Alliant Energy Corp. | 19,606 | 799,533 |
MDU Resources Group, Inc. | 36,228 | 746,659 |
TECO Energy, Inc. | 42,515 | 789,504 |
Xcel Energy, Inc. | 31,084 | 803,521 |
| | 3,139,217 |
OIL, GAS AND CONSUMABLE FUELS — 17.9% |
Alpha Natural Resources, Inc.(1) | 27,979 | 672,615 |
Arch Coal, Inc. | 37,868 | 689,955 |
Atlas Energy LP | 15,161 | 359,771 |
BP Prudhoe Bay Royalty Trust | 6,664 | 716,380 |
CVR Energy, Inc.(1) | 4,719 | 116,842 |
Encore Energy Partners LP | 36,765 | 794,492 |
Energy Transfer Equity LP | 19,610 | 750,082 |
Enerplus Corp. | 26,014 | 725,270 |
Genesis Energy LP | 31,563 | 832,948 |
Legacy Reserves LP | 26,870 | 791,859 |
Marathon Oil Corp. | 27,645 | 719,599 |
MarkWest Energy Partners LP | 15,669 | 780,786 |
Martin Midstream Partners LP | 20,690 | 743,185 |
Patriot Coal Corp.(1) | 58,040 | 728,982 |
Permian Basin Royalty Trust | 37,257 | 735,826 |
Pioneer Southwest Energy Partners LP | 26,217 | 719,657 |
Regency Energy Partners LP | 32,858 | 761,648 |
San Juan Basin Royalty Trust | 29,258 | 715,066 |
Western Refining, Inc.(1) | 44,742 | 714,977 |
| | 13,069,940 |
PERSONAL PRODUCTS — 1.2% |
USANA Health Sciences, Inc.(1) | 25,008 | 865,277 |
PHARMACEUTICALS — 6.8% |
Abbott Laboratories | 17,218 | 927,534 |
AstraZeneca plc ADR | 18,362 | 879,723 |
Dr Reddy’s Laboratories Ltd. ADR | 22,826 | 756,682 |
Eli Lilly & Co. | 25,000 | 929,000 |
Jazz Pharmaceuticals, Inc.(1) | 18,641 | 726,253 |
Merck & Co., Inc. | 22,715 | 783,668 |
| | 5,002,860 |
REAL ESTATE INVESTMENT TRUSTS (REITs) — 5.1% |
American Capital Agency Corp. | 24,251 | 667,145 |
CBL & Associates Properties, Inc. | 36,396 | 559,770 |
MFA Financial, Inc. | 108,469 | 732,166 |
Rayonier, Inc. | 22,500 | 938,925 |
Realty Income Corp. | 24,770 | 827,566 |
| | 3,725,572 |
ROAD AND RAIL — 1.0% |
Hertz Global Holdings, Inc.(1) | 61,156 | 709,410 |
SEMICONDUCTORS AND SEMICONDUCTOR EQUIPMENT — 2.1% |
First Solar, Inc.(1) | 14,024 | 697,974 |
Micron Technology, Inc.(1) | 83,954 | 469,303 |
Siliconware Precision Industries Co. ADR | 72,598 | 377,510 |
| | 1,544,787 |
SOFTWARE — 3.0% |
Activision Blizzard, Inc. | 49,383 | 661,238 |
Microsoft Corp. | 28,502 | 759,008 |
Mitek Systems, Inc.(1) | 74,588 | 754,085 |
| | 2,174,331 |
SPECIALTY RETAIL — 1.9% |
Home Depot, Inc. (The) | 23,490 | 840,942 |
Lowe’s Cos., Inc. | 25,627 | 538,679 |
Rue21, Inc.(1) | 1,742 | 46,407 |
TOBACCO — 1.6% |
Imperial Tobacco Group plc ADR | 3,900 | $284,700 |
Philip Morris International, Inc. | 12,388 | 865,550 |
| | 1,150,250 |
WIRELESS TELECOMMUNICATION SERVICES — 2.2% |
NTT DoCoMo, Inc. ADR | 43,402 | 772,122 |
Philippine Long Distance Telephone Co. ADR | 14,948 | 830,212 |
| | 1,602,334 |
TOTAL COMMON STOCKS(Cost $72,337,116) | 72,920,880 |
Temporary Cash Investments — 1.3% |
Repurchase Agreement, Bank America Merrill Lynch, (collateralized by various U.S. Treasury obligations, 0.50%, 10/15/14, valued at $313,874), in a joint trading account at 0.06%, dated 10/31/11, due 11/1/11 (Delivery value $307,267) | 307,266 |
Repurchase Agreement, Credit Suisse First Boston, Inc., (collateralized by various U.S. Treasury obligations, 4.50%, 5/15/38, valued at $314,897), in a joint trading account at 0.03%, dated 10/31/11, due 11/1/11 (Delivery value $307,266) | 307,266 |
Repurchase Agreement, Goldman Sachs & Co., (collateralized by various U.S. Treasury obligations, 3.875%, 8/15/40, valued at $313,111), in a joint trading account at 0.04%, dated 10/31/11, due 11/1/11 (Delivery value $307,266) | 307,266 |
SSgA U.S. Government Money Market Fund | 26,841 | 26,841 |
TOTAL TEMPORARY CASH INVESTMENTS(Cost $948,639) | 948,639 |
TOTAL INVESTMENT SECURITIES — 101.2% (Cost $73,285,755) | 73,869,519 |
OTHER ASSETS AND LIABILITIES — (1.2)% | (849,553) |
TOTAL NET ASSETS — 100.0% | $73,019,966 |
Geographic Diversification |
(as a % of net assets) |
United States | 83.3% |
Canada | 2.4% |
United Kingdom | 1.6% |
Bermuda | 1.5% |
Philippines | 1.1% |
People’s Republic of China | 1.1% |
Chile | 1.1% |
Brazil | 1.1% |
Japan | 1.1% |
India | 1.0% |
Ireland | 1.0% |
Singapore | 1.0% |
Mexico | 1.0% |
Switzerland | 0.9% |
Taiwan (Republic of China) | 0.7% |
Cash and Equivalents* | 0.1% |
*Includes temporary cash investments and other assets and liabilities.
Notes to Schedule of Investments
ADR = American Depositary Receipt
See Notes to Financial Statements.
Statement of Assets and Liabilities |
OCTOBER 31, 2011 | |
Assets | |
Investment securities, at value (cost of $73,285,755) | | | $73,869,519 | |
Receivable for investments sold | | | 7,813,765 | |
Receivable for capital shares sold | | | 12,390 | |
Dividends and interest receivable | | | 92,048 | |
| | | 81,787,722 | |
| | | | |
Liabilities | |
Payable for investments purchased | | | 8,597,413 | |
Payable for capital shares redeemed | | | 95,646 | |
Accrued management fees | | | 74,697 | |
| | | 8,767,756 | |
| | | | |
Net Assets | | | $73,019,966 | |
| | | | |
Net Assets Consist of: | |
Capital (par value and paid-in surplus) | | | $101,869,105 | |
Undistributed net investment income | | | 516,856 | |
Accumulated net realized loss | | | (29,949,759 | ) |
Net unrealized appreciation | | | 583,764 | |
| | | $73,019,966 | |
| | | | |
| | Net assets | | Shares outstanding | | Net asset value per share |
Investor Class, $0.01 Par Value | | | $72,850,507 | | | | 11,653,856 | | | | $6.25 | |
Institutional Class, $0.01 Par Value | | | $169,459 | | | | 26,612 | | | | $6.37 | |
See Notes to Financial Statements.
YEAR ENDED OCTOBER 31, 2011 | |
Investment Income (Loss) | |
Income: | |
Dividends (net of foreign taxes withheld of $14,143) | | | $1,665,903 | |
Interest | | | 525 | |
| | | 1,666,428 | |
Expenses: | | | | |
Management fees | | | 1,001,557 | |
Directors’ fees and expenses | | | 3,237 | |
| | | 1,004,794 | |
| | | | |
Net investment income (loss) | | | 661,634 | |
| | | | |
Realized and Unrealized Gain (Loss) | |
Net realized gain (loss) on investment and foreign currency transactions | | | 20,605,823 | |
Change in net unrealized appreciation (depreciation) on investments | | | (12,997,900 | ) |
Net realized and unrealized gain (loss) | | | 7,607,923 | |
| | | | |
Net Increase (Decrease) in Net Assets Resulting from Operations | | | $8,269,557 | |
See Notes to Financial Statements.
Statement of Changes in Net Assets |
YEARS ENDED OCTOBER 31, 2011 AND OCTOBER 31, 2010 | |
Increase (Decrease) in Net Assets | 2011 | | | 2010 | |
Operations | |
Net investment income (loss) | | $661,634 | | | | $(39,074 | ) |
Net realized gain (loss) | | 20,605,823 | | | | 8,472,692 | |
Change in net unrealized appreciation (depreciation) | | (12,997,900 | ) | | | 6,795,479 | |
Net increase (decrease) in net assets resulting from operations | | 8,269,557 | | | | 15,229,097 | |
| | | | | | | |
Distributions to Shareholders | |
From net investment income: | | | | | | | |
Investor Class | | (95,981 | ) | | | (48,886 | ) |
Institutional Class | | (9,897 | ) | | | (8,309 | ) |
Decrease in net assets from distributions | | (105,878 | ) | | | (57,195 | ) |
| | | | | | | |
Capital Share Transactions | |
Net increase (decrease) in net assets from capital share transactions | | (16,567,847 | ) | | | (12,443,945 | ) |
| | | | | | | |
Redemption Fees | |
Increase in net assets from redemption fees | | 2,072 | | | | 2,579 | |
| | | | | | | |
Net increase (decrease) in net assets | | (8,402,096 | ) | | | 2,730,536 | |
| | | | | | | |
Net Assets | |
Beginning of period | | 81,422,062 | | | | 78,691,526 | |
End of period | | $73,019,966 | | | | $81,422,062 | |
| | | | | | | |
Undistributed net investment income | | $516,856 | | | | — | |
See Notes to Financial Statements.
Notes to Financial Statements |
OCTOBER 31, 2011
1. Organization
American Century Mutual Funds, Inc. (the corporation) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company and is organized as a Maryland corporation. Veedot Fund (the fund) is one fund in a series issued by the corporation. The fund is nondiversified as defined under the 1940 Act. The fund’s investment objective is to seek long-term capital growth. The fund pursues its objective by investing in common stocks that management believes will increase in value over time, using an investment strategy developed by American Century Investments. This approach relies heavily on quantitative tools to identify attractive investment opportunities, regardless of company size, industry type or geographic location, on a disciplined, consistent basis.
The fund is authorized to issue the Investor Class and the Institutional Class. The share classes differ principally in their respective distribution and shareholder servicing expenses and arrangements. The Institutional Class is made available to institutional shareholders or through financial intermediaries whose clients do not require the same level of shareholder and administrative services as shareholders of other classes. As a result, the Institutional Class is charged a lower unified management fee.
2. Significant Accounting Policies
The following is a summary of significant accounting policies consistently followed by the fund in preparation of its financial statements. The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America, which may require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from these estimates.
Investment Valuations — The fund determines the fair value of its investments and computes its net asset value per share as of the close of regular trading (usually 4 p.m. Eastern time) on the New York Stock Exchange (NYSE) on each day the NYSE is open.
Equity securities that are listed or traded on a domestic securities exchange are valued at the last reported sales price or at the official closing price as provided by the exchange. Equity securities traded on foreign securities exchanges are typically valued at the closing price on the exchange where primarily traded or as of the close of the NYSE, if that is earlier. If no last sales price is reported, or if local convention or regulation so provides, the mean of the latest bid and asked prices is used. Depending on local convention or regulation, securities traded over-the-counter are valued at the mean of the latest bid and asked prices, the last sales price, or the official closing price. In its determination of fair value, the fund may review several factors including: market information specific to a security; news developments in U.S. and foreign markets; the performance of particular U.S. and foreign securities, indices, comparable securities, American Depositary Receipts, Exchange-Traded Funds, and other relevant market indicators.
Debt securities maturing within 60 days at the time of purchase may be valued at cost, plus or minus any amortized discount or premium or at the evaluated mean as provided by an independent pricing service. Evaluated mean prices are commonly derived through utilization of market models, which may consider, among other factors, trade data, quotations from dealers and active market makers, relevant yield curve and spread data, related sector levels, creditworthiness, and other relevant market information on the same or comparable securities.
Investments in open-end management investment companies are valued at the reported net asset value per share. Repurchase agreements are valued at cost.
The value of investments initially expressed in foreign currencies is translated into U.S. dollars at prevailing exchange rates.
If the fund determines that the market price for a portfolio security is not readily available or the valuation methods mentioned above do not reflect a security’s fair value, such security is valued as determined in good faith by the Board of Directors or its designee, in accordance with procedures adopted by the Board of Directors. Circumstances that may cause the fund to use these procedures to value a security include, but are not limited to: a security has been declared in default; trading in a security has been halted during the trading day; there is a foreign market holiday and no trading occurred; or an event occurred between the close of a foreign exchange and the NYSE that may affect the value of a security.
Security Transactions — Security transactions are accounted for as of the trade date. Net realized gains and losses are determined on the identified cost basis, which is also used for federal income tax purposes.
Investment Income — Dividend income less foreign taxes withheld, if any, is recorded as of the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered nontaxable distributions or capital gain distributions for income tax purposes. Interest income is recorded on the accrual basis and includes accretion of discounts and amortization of premiums.
Foreign Currency Translations — All assets and liabilities initially expressed in foreign currencies are translated into U.S. dollars at prevailing exchange rates at period end. The fund may enter into spot foreign currency exchange contracts to facilitate transactions denominated in a foreign currency. Purchases and sales of investment securities, dividend and interest income, spot foreign currency exchange contracts, and expenses are translated at the rates of exchange prevailing on the respective dates of such transactions. Net realized and unrealized foreign currency exchange gains or losses related to investment securities are a component of net realized gain (loss) on investment transactions and change in net unrealized appreciation (depreciation) on investments, respectively.
Repurchase Agreements — The fund may enter into repurchase agreements with institutions that American Century Investment Management, Inc. (ACIM) (the investment advisor) has determined are creditworthy pursuant to criteria adopted by the Board of Directors. The fund requires that the collateral, represented by securities, received in a repurchase transaction be transferred to the custodian in a manner sufficient to enable the fund to obtain those securities in the event of a default under the repurchase agreement. ACIM monitors, on a daily basis, the securities transferred to ensure the value, including accrued interest, of the securities under each repurchase agreement is equal to or greater than amounts owed to the fund under each repurchase agreement.
Joint Trading Account — Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the fund, along with certain other funds in the American Century Investments family of funds, may transfer uninvested cash balances into a joint trading account. These balances are invested in one or more repurchase agreements that are collateralized by U.S. Treasury or Agency obligations.
Income Tax Status — It is the fund’s policy to distribute substantially all net investment income and net realized gains to shareholders and to otherwise qualify as a regulated investment company under provisions of the Internal Revenue Code. The fund is no longer subject to examination by tax authorities for years prior to 2008. At this time, management believes there are no uncertain tax positions which, based on their technical merit, would not be sustained upon examination and for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. Accordingly, no provision has been made for federal or state income taxes.
Multiple Class — All shares of the fund represent an equal pro rata interest in the net assets of the class to which such shares belong, and have identical voting, dividend, liquidation and other rights and the same terms and conditions, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes. Income, non-class specific expenses, and realized and unrealized capital gains and losses of the fund are allocated to each class of shares based on their relative net assets.
Distributions to Shareholders — Distributions from net investment income and net realized gains, if any, are generally declared and paid annually.
Redemption — The fund may impose a 2.00% redemption fee on shares held less than 180 days. The fee may not be applicable to all classes. The redemption fee is retained by the fund and helps cover transaction costs that long-term investors may bear when the fund sells securities to meet investor redemptions. Effective November 14, 2011, the redemption fee applies only to shares held less than 60 days.
Indemnifications — Under the corporation’s organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the fund. In addition, in the normal course of business, the fund enters into contracts that provide general indemnifications. The maximum exposure under these arrangements is unknown as this would involve future claims that may be made against a fund. The risk of material loss from such claims is considered by management to be remote.
3. Fees and Transactions with Related Parties
Management Fees — The corporation has entered into a management agreement with ACIM, under which ACIM provides the fund with investment advisory and management services in exchange for a single, unified management fee (the fee) per class. The agreement provides that all expenses of managing and operating the fund, except distribution and service fees, brokerage expenses, taxes, interest, fees and expenses of the independent directors (including legal counsel fees), and extraordinary expenses, will be paid by ACIM. The fee is computed and accrued daily based on each class’s daily net assets and paid monthly in arrears. The rate of the fee is determined by applying a fee rate calculation formula. This formula takes into account the fund’s assets as well as certain assets, if any, of other clients of the investment advisor outside the American Century Investments family of funds (such as subadvised funds and separate accounts) that have very similar investment teams and investment strategies (strategy assets). The annual management fee schedule ranges from 1.000% to 1.250% for the Investor Class. The Institutional Class is 0.200% less at each point within the range. The effective annual management fee for each class for the year ended October 31, 2011 was 1.25% and 1.05% for the Investor Class and Institutional Class, respectively.
Related Parties — Certain officers and directors of the corporation are also officers and/or directors of American Century Companies, Inc. (ACC), the parent of the corporation’s investment advisor, ACIM, the distributor of the corporation, American Century Investment Services, Inc., and the corporation’s transfer agent, American Century Services, LLC.
The fund was eligible to invest in a money market fund for temporary purposes, which is managed by J.P. Morgan Investment Management, Inc. (JPMIM). The fund had a mutual funds services agreement with J.P. Morgan Investor Services Co. (JPMIS). JPMorgan Chase Bank (JPMCB) was a custodian of the fund. JPMIM, JPMIS and JPMCB are wholly owned subsidiaries of JPMorgan Chase & Co. (JPM). Prior to August 31, 2011, JPM was an equity investor in ACC. The services provided to the fund by JPMIM, JPMIS and JPMCB terminated on July 31, 2011.
4. Investment Transactions
Purchases and sales of investment securities, excluding short-term investments, for the year ended October 31, 2011 were $223,345,930 and $235,349,784, respectively.
5. Capital Share Transactions
Transactions in shares of the fund were as follows:
| Year ended October 31, 2011 | | | Year ended October 31, 2010 | |
| Shares | | | Amount | | | Shares | | | Amount | |
Investor Class/Shares Authorized | | 200,000,000 | | | | | | | 200,000,000 | | | | |
Sold | | 609,907 | | | | $3,792,990 | | | | 394,054 | | | | $2,119,491 | |
Issued in reinvestment of distributions | | 15,435 | | | | 93,224 | | | | 8,820 | | | | 47,717 | |
Redeemed | | (2,786,705 | ) | | | (17,345,567 | ) | | | (2,645,725 | ) | | | (13,942,170 | ) |
| | (2,161,363 | ) | | | (13,459,353 | ) | | | (2,242,851 | ) | | | (11,774,962 | ) |
Institutional Class/Shares Authorized | | 100,000,000 | | | | | | | | 100,000,000 | | | | | |
Sold | | 33,847 | | | | 215,520 | | | | 24,836 | | | | 134,114 | |
Issued in reinvestment of distributions | | 1,612 | | | | 9,897 | | | | 1,511 | | | | 8,309 | |
Redeemed | | (524,367 | ) | | | (3,333,911 | ) | | | (155,132 | ) | | | (811,406 | ) |
| | (488,908 | ) | | | (3,108,494 | ) | | | (128,785 | ) | | | (668,983 | ) |
Net increase (decrease) | | (2,650,271 | ) | | | $(16,567,847 | ) | | | (2,371,636 | ) | | | $(12,443,945 | ) |
6. Fair Value Measurements
The fund’s securities valuation process is based on several considerations and may use multiple inputs to determine the fair value of the positions held by the fund. In conformity with accounting principles generally accepted in the United States of America, the inputs used to determine a valuation are classified into three broad levels as follows:
• | Level 1 valuation inputs consist of unadjusted quoted prices in an active market for identical securities; |
• | Level 2 valuation inputs consist of direct or indirect observable market data (including quoted prices for similar securities, evaluations of subsequent market events, interest rates, prepayment speeds, credit risk, etc.); or |
• | Level 3 valuation inputs consist of unobservable data (including a fund’s own assumptions). |
The level classification is based on the lowest level input that is significant to the fair valuation measurement. The valuation inputs are not necessarily an indication of the risks associated with investing in these securities or other financial instruments.
The following is a summary of the level classifications as of period end. The Schedule of Investments provides additional information on the fund’s portfolio holdings.
| | | | | |
| Level 1 | | Level 2 | | Level 3 |
Investment Securities | | | | | | | | |
Domestic Common Stocks | | $60,801,708 | | | | — | | | | — | |
Foreign Common Stocks | | 12,119,172 | | | | — | | | | — | |
Temporary Cash Investments | | 26,841 | | | | $921,798 | | | | — | |
Total Value of Investment Securities | | $72,947,721 | | | | $921,798 | | | | — | |
7. Risk Factors
The fund’s investment process may result in high portfolio turnover, which could mean high transaction costs, affecting both performance and capital gains tax liabilities to investors.
There are certain risks involved in investing in foreign securities. These risks include those resulting from future adverse political, social and economic developments, fluctuations in currency exchange rates, the possible imposition of exchange controls, and other foreign laws or restrictions. Investing in emerging markets may accentuate these risks.
8. Federal Tax Information
The tax character of distributions paid during the years ended October 31, 2011 and October 31, 2010 were as follows:
| | | | |
| | 2011 | | 2010 |
Distributions Paid From | |
Ordinary income | | | $105,878 | | | | $57,195 | |
Long-term capital gains | | | — | | | | — | |
The book-basis character of distributions made during the year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. These differences reflect the differing character of certain income items and net realized gains and losses for financial statement and tax purposes, and may result in reclassification among certain capital accounts on the financial statements.
As of October 31, 2011, the federal tax cost of investments and the components of distributable earnings on a tax-basis were as follows:
| | | | |
Federal tax cost of investments | | | $73,211,720 | |
Gross tax appreciation of investments | | | $3,343,884 | |
Gross tax depreciation of investments | | | (2,686,085 | ) |
Net tax appreciation (depreciation) of investments | | | $657,799 | |
Undistributed ordinary income | | | $516,856 | |
Accumulated capital losses | | | $(30,023,794 | ) |
The difference between book-basis and tax-basis cost and unrealized appreciation (depreciation) is attributable primarily to the tax deferral of losses on wash sales and return of capital dividends received.
The accumulated capital losses represent net capital loss carryovers that may be used to offset future realized capital gains for federal income tax purposes. Future capital loss carryover utilization in any given year may be subject to Internal Revenue Code limitations. Capital loss carryovers of $(7,339,030) and $(22,684,764) expire in 2016 and 2017, respectively.
On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “Act”) was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. The changes are generally effective for taxable years beginning after the date of enactment. Under the Act, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.
For a Share Outstanding Throughout the Years Ended October 31 (except as noted) | |
Per-Share Data | Ratios and Supplemental Data | |
| | Income From Investment Operations: | Distributions From Net Investment Income | | | Ratio to Average Net Assets of: | | | |
| Net Asset Value, Beginning of Period | Net Investment Income (Loss)(1) | Net Realized and Unrealized Gain (Loss) | Total From Investment Operations | Net Asset Value, End of Period | Total Return(2) | Operating Expenses | Net Investment Income (Loss) | Portfolio Turnover Rate | Net Assets, End of Period (in thousands) |
Investor Class | |
2011 | $5.68 | 0.05 | 0.53 | 0.58 | (0.01) | $6.25 | 10.16% | 1.25% | 0.82% | 280% | $72,851 | |
2010 | $4.71 | —(3) | 0.97 | 0.97 | —(3) | $5.68 | 20.66% | 1.26% | (0.06)% | 260% | $78,441 | |
2009 | $5.34 | —(3) | (0.63) | (0.63) | — | $4.71 | (11.80)% | 1.25% | (0.03)% | 320% | $75,603 | |
2008 | $9.25 | (0.02) | (3.89) | (3.91) | — | $5.34 | (42.27)% | 1.25% | (0.27)% | 257% | $98,991 | |
2007 | $6.17 | (0.01) | 3.09 | 3.08 | — | $9.25 | 49.92% | 1.25% | (0.18)% | 207% | $195,105 | |
Institutional Class | |
2011 | $5.78 | 0.06 | 0.55 | 0.61 | (0.02) | $6.37 | 10.55% | 1.05% | 1.02% | 280% | $169 | |
2010 | $4.79 | 0.01 | 0.99 | 1.00 | (0.01) | $5.78 | 20.97% | 1.06% | 0.14% | 260% | $2,981 | |
2009 | $5.43 | 0.01 | (0.65) | (0.64) | — | $4.79 | (11.79)% | 1.05% | 0.17% | 320% | $3,089 | |
2008 | $9.38 | (0.01) | (3.94) | (3.95) | — | $5.43 | (42.11)% | 1.05% | (0.07)% | 257% | $4,864 | |
2007 | $6.25 | —(3) | 3.13 | 3.13 | — | $9.38 | 50.08% | 1.05% | 0.02% | 207% | $9,188 | |
Notes to Financial Highlights
(1) | Computed using average shares outstanding throughout the period. |
(2) | Total returns are calculated based on the net asset value of the last business day. Total returns for periods less than one year are not annualized. |
(3) | Per-share amount was less than $0.005. |
See Notes to Financial Statements.
Report of Independent Registered Public Accounting Firm |
The Board of Directors and Shareholders,
American Century Mutual Funds, Inc.:
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Veedot Fund, one of the funds constituting American Century Mutual Funds, Inc. (the “Corporation”), as of October 31, 2011, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Corporation’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Corporation is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Corporation’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2011, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Veedot Fund of American Century Mutual Funds, Inc., as of October 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Deloitte & Touche LLP
Kansas City, Missouri
December 20, 2011
The Board of Directors
The individuals listed below serve as directors of the funds. Each director will continue to serve in this capacity until death, retirement, resignation or removal from office. The mandatory retirement age for directors who are not “interested persons,” as that term is defined in the Investment Company Act (independent directors), is 72. However, the mandatory retirement age for an individual director may be extended with the approval of the remaining independent directors.
Mr. Thomas is the only director who is an “interested person” because he currently serves as President and Chief Executive Officer of American Century Companies, Inc. (ACC), the parent company of American Century Investment Management, Inc. (ACIM or the advisor).
The other directors (more than three-fourths of the total number) are independent; that is, they have never been employees, directors or officers of, and have no financial interest in, ACC or any of its wholly owned, direct or indirect, subsidiaries, including ACIM, American Century Investment Services, Inc. (ACIS) and American Century Services, LLC (ACS). The directors serve in this capacity for seven (in the case of Mr. Thomas, 15) registered investment companies in the American Century Investments family of funds.
The following presents additional information about the directors. The mailing address for each director is 4500 Main Street, Kansas City, Missouri 64111.
| | | | | |
Name (Year of Birth) | Position(s) Held with Funds | Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of American Century Portfolios Overseen by Director | Other Directorships Held During Past 5 Years |
Independent Directors |
Thomas A. Brown (1940) | Director | Since 1980 | Managing Member, Associated Investments, LLC (real estate investment company); Brown Cascade Properties, LLC (real estate investment company) (2001 to 2009) | 65 | None |
Andrea C. Hall (1945) | Director | Since 1997 | Retired as advisor to the President, Midwest Research Institute (not-for-profit research organization) (June 2006) | 65 | None |
Jan M. Lewis (1957) | Director | Since 2011 | President and Chief Executive Officer, Catholic Charities of Northeast Kansas (human services organization)(2006 to present); President, BUCON, Inc. (full-service design-build construction company) (2004 to 2006) | 65 | None |
James A. Olson (1942) | Director | Since 2007 | Member, Plaza Belmont LLC (private equity fund manager); Chief Financial Officer, Plaza Belmont LLC (September 1999 to September 2006) | 65 | Saia, Inc. and Entertainment Properties Trust |
| | | | | |
Name (Year of Birth) | Position(s) Held with Funds | Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of American Century Portfolios Overseen by Director | Other Directorships Held During Past 5 Years |
Independent Directors |
Donald H. Pratt (1937) | Director and Chairman of the Board | Since 1995 (Chairman since 2005) | Chairman and Chief Executive Officer, Western Investments, Inc. (real estate company) | 65 | None |
M. Jeannine Strandjord (1945) | Director | Since 1994 | Retired | 65 | DST Systems Inc., Euronet Worldwide Inc., and Charming Shoppes, Inc. |
John R. Whitten (1946) | Director | Since 2008 | Project Consultant, Celanese Corp. (industrial chemical company) | 65 | Rudolph Technologies, Inc. |
Stephen E. Yates (1948) | Advisory Director | Since 2011 | Retired; Executive Vice President, Technology & Operations, KeyCorp. (computer services) (2004 to 2010) | 65 | Applied Industrial Technology (2001 to 2010) |
|
Interested Director |
Jonathan S. Thomas (1963) | Director and President | Since 2007 | President and Chief Executive Officer, ACC (March 2007 to present); Chief Administrative Officer, ACC (February 2006 to February 2007); Executive Vice President, ACC (November 2005 to February 2007). Also serves as: Chief Executive Officer and Manager, ACS; Executive Vice President, ACIM; Director, ACC, ACIM and other ACC subsidiaries | 106 | None |
Officers
The following table presents certain information about the executive officers of the funds. Each officer serves as an officer for each of the 15 investment companies in the American Century family of funds, unless otherwise noted. No officer is compensated for his or her service as an officer of the funds. The listed officers are interested persons of the funds and are appointed or re-appointed on an annual basis. The mailing address for each officer listed below is 4500 Main Street, Kansas City, Missouri 64111.
Name (Year of Birth) | | Offices with the Funds | Principal Occupation(s) During the Past Five Years |
Jonathan S. Thomas (1963) | | Director and President since 2007 | President and Chief Executive Officer, ACC (March 2007 to present); Chief Administrative Officer, ACC (February 2006 to February 2007); Executive Vice President, ACC (November 2005 to February 2007). Also serves as: Chief Executive Officer and Manager, ACS; Executive Vice President, ACIM; Director, ACC, ACIM and other ACC subsidiaries |
Barry Fink (1955) | | Executive Vice President since 2007 | Chief Operating Officer and Executive Vice President, ACC (September 2007 to present); President, ACS (October 2007 to present); Managing Director, Morgan Stanley (2000 to 2007); Global General Counsel, Morgan Stanley (2000 to 2006). Also serves as: Manager, ACS and Director, ACC and certain ACC subsidiaries |
Maryanne L. Roepke (1956) | | Chief Compliance Officer since 2006 and Senior Vice President since 2000 | Chief Compliance Officer, American Century funds, ACIM and ACS (August 2006 to present); Assistant Treasurer, ACC (January 1995 to August 2006); and Treasurer and Chief Financial Officer, various American Century funds (July 2000 to August 2006). Also serves as: Senior Vice President, ACS |
Charles A. Etherington (1957) | | General Counsel since 2007 and Senior Vice President since 2006 | Attorney, ACC (February 1994 to present); Vice President, ACC (November 2005 to present), General Counsel, ACC (March 2007 to present); Also serves as General Counsel, ACIM, ACS, ACIS and other ACC subsidiaries; and Senior Vice President, ACIM and ACS |
Robert J. Leach (1966) | | Vice President, Treasurer and Chief Financial Officer since 2006 | Vice President, ACS (February 2000 to present); and Controller, various American Century funds (1997 to September 2006) |
David H. Reinmiller (1963) | | Vice President since 2000 | Attorney, ACC (January 1994 to present); Associate General Counsel, ACC (January 2001 to present). Also serves as Vice President, ACIM and ACS |
Ward D. Stauffer (1960) | | Secretary since 2005 | Attorney, ACC (June 2003 to present) |
The Statement of Additional Information has additional information about the fund’s directors and is available without charge, upon request, by calling 1-800-345-2021.
Approval of Management Agreement |
At a meeting held on June 9, 2011, the Fund’s Board of Directors unanimously approved the renewal of the management agreement pursuant to which American Century Investment Management, Inc. (the “Advisor”) acts as the investment advisor for the Fund. Under Section 15(c) of the Investment Company Act, contracts for investment advisory services are required to be reviewed, evaluated, and approved by a majority of a fund’s independent directors (the “Directors”) each year.
As a part of the approval process, the Board requested and reviewed extensive data and information compiled by the Advisor and certain independent providers of evaluation data concerning the Fund and the services provided to the Fund by the Advisor. This review was in addition to the oversight and evaluation undertaken by the Board and its committees on a continuous basis throughout the year and included, but was not limited to the following:
• | the nature, extent, and quality of investment management, shareholder services, and other services provided by the Advisor to the Fund; |
• | the wide range of other programs and services the Advisor provides to the Fund and its shareholders on a routine and non-routine basis; |
• | the investment performance of the fund, including data comparing the Fund’s performance to appropriate benchmarks and/or a peer group of other mutual funds with similar investment objectives and strategies; |
• | data comparing the cost of owning the Fund to the cost of owning similar funds; |
• | the Advisor’s compliance policies, procedures, and regulatory experience; |
• | financial data showing the cost of services provided to the Fund, the profitability of the Fund to the Advisor, and the overall profitability of the Advisor; |
• | data comparing services provided and charges to other investment management clients of the Advisor; and |
• | consideration of collateral benefits derived by the Advisor from the management of the Fund and any potential economies of scale relating thereto. |
In keeping with its practice, the Board held two in-person meetings and one telephonic meeting to review and discuss the information provided. The Directors also had the benefit of the advice of independent counsel throughout the period.
Factors Considered
The Directors considered all of the information provided by the Advisor, the independent data providers, and independent counsel, and evaluated such information for the Fund. In connection with their review, the Directors did not identify any single factor as being all-important or controlling, and each Director may have attributed different levels of importance to different factors. In deciding to renew the management agreement, the Board based its decision on a number of factors, including the following:
Nature, Extent and Quality of Services - Generally. Under the management agreement, the Advisor is responsible for providing or arranging for all services necessary for the operation of the Fund. The Board noted that under the management agreement, the Advisor provides or arranges at its own expense a wide variety of services including:
• | constructing and designing the Fund |
• | portfolio research and security selection |
• | initial capitalization/funding |
• | daily valuation of the Fund’s portfolio |
• | shareholder servicing and transfer agency, including shareholder confirmations, recordkeeping, and communications |
• | regulatory and portfolio compliance |
• | marketing and distribution |
The Board noted that many of these services have expanded over time both in terms of quantity and complexity in response to shareholder demands, competition in the industry, changing distribution channels, and the changing regulatory environment.
Investment Management Services. The nature of the investment management services provided to the Fund is quite complex and allows Fund shareholders access to professional money management, instant diversification of their investments within an asset class, the opportunity to easily diversify among asset classes by investing in or exchanging among various American Century Investments funds, and liquidity. In evaluating investment performance, the Board expects the Advisor to manage the Fund in accordance with its investment objectives and approved strategies. Further, the Directors recognize that the Advisor has an obligation to monitor trading activities, and in particular to seek the best execution of fund trades, and to evaluate the use of and payment for research. In providing these services, the Advisor utilizes teams of investment professionals (portfolio managers, analysts, research assistants, and securities traders) who require extensive information technology, research, training, compliance and other systems to conduct their business. The Board, directly and through its Fund Performance Review Committee, regularly reviews investment performance information for the Fund, together with comparative information for appropriate benchmarks
and/or peer groups of similarly-managed funds, over different time horizons. The Directors also review detailed performance information during the management agreement approval process. If performance concerns are identified, the Fund receives special reviews until performance improves, during which the Board discusses with the Advisor the reasons for such results (e.g., market conditions, security selection) and any efforts being undertaken to improve performance. Taking all these factors into consideration, the Board found the investment management services provided by the Advisor to the Fund to meet or exceed industry standards. More detailed information about the Fund’s performance can be found in the Performance and Portfolio Commentary sections of this report.
Shareholder and Other Services. Under the management agreement, the Advisor provides the Fund with a comprehensive package of transfer agency, shareholder, and other services. The Board, directly and through various committees of the Board, regularly reviews reports and evaluations of such services at its regular meetings. These reports include, but are not limited to, information regarding the operational efficiency and accuracy of the shareholder and transfer agency services provided, staffing levels, shareholder satisfaction (as measured by external as well as internal sources), technology support, new products and services offered to Fund shareholders, securities trading activities, portfolio valuation services, auditing services, and legal and operational compliance activities. Certain aspects of shareholder and transfer agency service level efficiency and the quality of securities trading activities are measured by independent third party providers and are presented in comparison to other fund groups not managed by the Advisor. The Board found the services provided by the Advisor to the Fund under the management agreement to be competitive and of high quality.
Costs of Services and Profitability. The Advisor provides detailed information concerning its cost of providing various services to the Fund, its profitability in managing the Fund, its overall profitability, and its financial condition. The Directors have reviewed with the Advisor the methodology used to prepare this financial information. The financial information regarding the Advisor is considered in evaluating the Advisor’s financial condition, ability to continue to provide services under the management agreement, and the reasonableness of the current management fee. The Board concluded that the Advisor’s profits were reasonable in light of the services provided to the Fund.
Ethics. The Board generally considers the Advisor’s commitment to providing quality services to shareholders and to conducting its business ethically. They noted that the Advisor’s practices generally meet or exceed industry best practices.
Economies of Scale. The Board also reviewed information provided by the Advisor regarding the possible existence of economies of scale in connection with the management of the Fund. The Board concluded that economies of scale are difficult to measure and predict with precision, especially on a fund-by-fund basis. The Board concluded that the Advisor is appropriately sharing economies of scale through its competitive fee structure, offering competitive fees from fund inception, and through reinvestment in its business to provide shareholders additional content and services.
Comparison to Other Funds’ Fees. The management agreement provides that the Fund pay the Advisor a single, all-inclusive (or unified) management fee for providing all services necessary for the management and operation of the Fund, other than brokerage expenses, taxes, interest, extraordinary expenses, and the fees and expenses of the Fund’s independent directors (including their independent legal counsel) and expenses incurred in connection with the provision of shareholder services and distribution services under a plan adopted pursuant to Rule 12b-1 under the 1940 Act. Under the unified fee structure, the Advisor is responsible for providing all investment advisory, custody, audit, administrative, compliance, recordkeeping, marketing and shareholder services, or arranging and supervising third parties to provide such services. By contrast, most other funds are charged a variety of fees, including an investment advisory fee, a transfer agency fee, an administrative fee, distribution charges and other expenses. Other than their investment advisory fees and any applicable Rule 12b-1 distribution fees, all other components of the total fees charged by these other funds may be increased without shareholder approval. The Board believes the unified fee structure is a benefit to Fund shareholders because it clearly discloses to shareholders the cost of owning Fund shares, and, since the unified fee cannot be increased without a vote of Fund shareholders, it shifts to the Advisor the risk of increased costs of operating the Fund and provides a direct incentive to minimize administrative inefficiencies. Part of the Board’s analysis of fee levels involves reviewing certain evaluative data compiled by an independent provider and comparing the Fund’s unified fee to the total expense ratio of other funds in the Fund’s peer group. The Board concluded that the management fee paid by the Fund to the Advisor under the management agreement is reasonable in light of the services provided to the Fund.
Comparison to Fees and Services Provided to Other Clients of the Advisor. The Board also requested and received information from the Advisor concerning the nature of the services, fees, costs and profitability of its advisory services to advisory clients other than the Fund. They observed that these varying types of client accounts require different services and involve different regulatory and entrepreneurial risks than the management of the Fund. The Board analyzed this information and concluded that the fees charged and services provided to the Fund were reasonable by comparison.
Collateral or “Fall-Out” Benefits Derived by the Advisor. The Board considered the existence of collateral benefits the Advisor may receive as a result of its relationship with the Fund. They concluded that the Advisor’s primary business is managing mutual funds and it generally does not use fund or shareholder information to generate profits in other lines of business, and therefore does not derive any significant collateral benefits from them. The Board noted that the Advisor receives proprietary research from broker-dealers that execute fund portfolio transactions and concluded that this research is likely to benefit Fund shareholders. The Board also determined that the Advisor is able to provide investment management services to certain clients other than the Fund, at least in part, due to its existing infrastructure built to serve the fund complex. The Board concluded, however, that the assets of those other clients are not material to the analysis and, where applicable, may be included with the assets of the Fund to determine breakpoints in the management fee schedule.
Existing Relationship. The Board also considered whether there was any reason for not continuing the existing arrangement with the Advisor. In this regard, the Board was mindful of the potential disruptions of the Fund’s operations and various risks, uncertainties, and other effects that could occur as a result of a decision not to continue such relationship. In particular, the Board recognized that most shareholders have invested in the Fund on the strength of the Advisor’s industry standing and reputation and in the expectation that the Advisor will have a continuing role in providing advisory services to the Fund.
Conclusion of the Directors. As a result of this process, the Board, including all of the independent directors, taking into account all of the factors discussed above and the information provided by the Advisor and others, concluded that the management agreement between the Fund and the Advisor is fair and reasonable in light of the services provided and should be renewed.
Retirement Account Information
As required by law, distributions you receive from certain IRAs, or 403(b), 457 and qualified plans are subject to federal income tax withholding, unless you elect not to have withholding apply. Tax will be withheld on the total amount withdrawn even though you may be receiving amounts that are not subject to withholding, such as nondeductible contributions. In such case, excess amounts of withholding could occur. You may adjust your withholding election so that a greater or lesser amount will be withheld.
If you don’t want us to withhold on this amount, you must notify us to not withhold the federal income tax. You may notify us in writing or in certain situations by telephone or through other electronic means. You have the right to revoke your withholding election at any time and any election you make may remain in effect until revoked by filing a new election.
Remember, even if you elect not to have income tax withheld, you are liable for paying income tax on the taxable portion of your withdrawal. If you elect not to have income tax withheld or you don’t have enough income tax withheld, you may be responsible for payment of estimated tax. You may incur penalties under the estimated tax rules if your withholding and estimated tax payments are not sufficient. You can reduce or defer the income tax on a distribution by directly or indirectly rolling such distribution over to another IRA or eligible plan. You should consult your tax advisor for additional information.
State tax will be withheld if, at the time of your distribution, your address is within one of the mandatory withholding states and you have federal income tax withheld. State taxes will be withheld from your distribution in accordance with the respective state rules.
Proxy Voting Guidelines
American Century Investment Management, Inc., the fund’s investment advisor, is responsible for exercising the voting rights associated with the securities purchased and/or held by the fund. A description of the policies and procedures the advisor uses in fulfilling this responsibility is available without charge, upon request, by calling 1-800-345-2021. It is also available on American Century Investments’ website at americancentury.com and on the Securities and Exchange Commission’s website at sec.gov. Information regarding how the investment advisor voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the “About Us” page at americancentury.com. It is also available at sec.gov.
Quarterly Portfolio Disclosure
The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. The fund’s Forms N-Q are available on the SEC’s website at sec.gov, and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The fund also makes its complete schedule of portfolio holdings for the most recent quarter of its fiscal year available on its website at americancentury.com and, upon request, by calling 1-800-345-2021.
Other Tax Information
The following information is provided pursuant to provisions of the Internal Revenue Code.
The fund hereby designates up to the maximum amount allowable as qualified dividend income for the fiscal year ended October 31, 2011.
For corporate taxpayers, the fund hereby designates $105,878, or up to the maximum amount allowable, of ordinary income distributions paid during the fiscal year ended October 31, 2011 as qualified for the corporate dividends received deduction.
Contact Us | americancentury.com |
Automated Information Line | 1-800-345-8765 |
Investor Services Representative | 1-800-345-2021 or 816-531-5575 |
Investors Using Advisors | 1-800-378-9878 |
Business, Not-For-Profit, Employer-Sponsored Retirement Plans | 1-800-345-3533 |
Banks and Trust Companies, Broker-Dealers, Financial Professionals, Insurance Companies | 1-800-345-6488 |
Telecommunications Device for the Deaf | 1-800-634-4113 |
American Century Mutual Funds, Inc.
Investment Advisor:
American Century Investment Management, Inc.
Kansas City, Missouri
This report and the statements it contains are submitted for the general information of our shareholders. The report is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.
©2011 American Century Proprietary Holdings, Inc. All rights reserved.
CL-ANN-73911 1112
ANNUAL REPORT OCTOBER 31, 2011
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President’s Letter | 2 |
Independent Chairman’s Letter | 3 |
Market Perspective | 4 |
Performance | 5 |
Portfolio Commentary | 7 |
Fund Characteristics | 9 |
Shareholder Fee Example | 10 |
Schedule of Investments | 12 |
Statement of Assets and Liabilities | 15 |
Statement of Operations | 16 |
Statement of Changes in Net Assets | 17 |
Notes to Financial Statements | 18 |
Financial Highlights | 25 |
Report of Independent Registered Public Accounting Firm | 27 |
Management | 28 |
Approval of Management Agreement | 31 |
Additional Information | 36 |
Any opinions expressed in this report reflect those of the author as of the date of the report, and do not necessarily represent the opinions of American Century Investments® or any other person in the American Century Investments organization. Any such opinions are subject to change at any time based upon market or other conditions and American Century Investments disclaims any responsibility to update such opinions. These opinions may not be relied upon as investment advice and, because investment decisions made by American Century Investments funds are based on numerous factors, may not be relied upon as an indication of trading intent on behalf of any American Century Investments fund. Security examples are used for representational purposes only and are not intended as recommendations to purchase or sell securities. Performance information for comparative indices and securities is provided to American Century Investments by third party vendors. To the best of American Century Investments’ knowledge, such information is accurate at the time of printing.
Dear Investor:
Thank you for reviewing this annual report for the period ended October 31, 2011. Our report offers investment performance and portfolio information, presented with the expert perspective of our portfolio management team.
This report remains one of our most important vehicles for conveying information about investment performance, as well as market factors and strategies that affected fund returns. For additional, updated information, we encourage you to visit our website, americancentury.com. Click on the “Fund Performance” and “Insights & News” headings at the top of our Individual Investors site.
Volatile Period Produces Moderate U.S. Stock Returns
Broad U.S. stock market indices returned roughly 7–10% during the 12 months ended October 31, 2011. That’s a moderate level of equity performance compared with the shorter-term volatility we experienced during the period.
For example, from October 31, 2010, to April 29, 2011, the S&P 500 Index gained over 15%. That upturn was the latter part of an approximately 30% rally (extending back to late August 2010) that began in expectation of the Federal Reserve’s second round of quantitative easing (government securities purchases intended to stimulate economic growth and investment risk-taking), which started during the fourth quarter of 2010.
Economic optimism and increased risk-taking governed market performance from the third quarter of 2010 until the end of April 2011. That optimism eroded, however, and investors’ risk tolerance reversed as high fuel prices, further U.S. home value declines, elevated U.S. unemployment rates, natural disasters, a near-default on U.S. government debt, a U.S. debt rating downgrade, and a resurgence of the European sovereign debt crisis ebbed the economic tide.
In response, the S&P 500 Index declined over 15% from the end of April to early October 2011. And the roller coaster wasn’t over—the S&P 500 Index rebounded over 14% during a stretch in October on better economic news and European efforts to ease the debt crisis.
Unfortunately, further volatility appears likely in 2012 as the markets wrestle with uncertainties regarding European debt, economic strength, government budget deficits, and the U.S. presidential election. We believe strongly in adhering to a disciplined, diversified, long-term investment approach during volatile periods, and we appreciate your continued trust in us during these unsettled times.
Sincerely,
Jonathan Thomas
President and Chief Executive Officer
American Century Investments
Independent Chairman’s Letter |
Don Pratt
Dear Fellow Shareholders,
The board of directors of the fund was pleased at the announcement of a new strategic partner for the investment advisor to the American Century Investments funds. Canadian Imperial Bank of Commerce (CIBC), a leading Canadian financial institution, purchased the 41 percent economic interest in American Century Companies, the parent corporation of the advisor, previously held by JPMorgan Chase & Co. Based in Toronto, CIBC provides a full range of retail and wholesale banking services to almost 11 million clients through approximately 1,100 branches and offices in Canada, the U.S. and around the world. This transaction will benefit fund shareholders by bolstering the financial strength of the advisor and providing a strategic partner to help support its growth initiative to broaden non-U.S. distribution of its products and services.
The board also has been briefed throughout the year on the impact on fund performance of the European banking crisis, the U.S. deficit reduction debates, and the pace of economic growth. While the performance of all funds has been affected, the majority of American Century Investments funds overseen by the board are exceeding their benchmarks for the one-, three-, five-, and ten-year periods ended September 30, 2011. This is commendable performance, particularly in these challenging market conditions.
We are completing another year of board oversight on your behalf. We appreciate any comments you would like to share with the board. Send them to me at dhpratt@fundboardchair.com. Thank you for your continued investment in American Century Investments funds.
Best regards,
Don Pratt
By David Hollond,
Chief Investment Officer,
U.S. Growth Equity — Mid & Small Cap
The U.S. stock market overcame major swings in investor sentiment to post positive results for the 12 months ended October 31, 2011. The reporting period began on a positive note as solid corporate earnings growth and improving economic conditions—fueled by a second round of quantitative easing by the Federal Reserve and an extension of expiring federal tax breaks—sparked a sharp rally in the equity market. Stocks remained on an upward trajectory through the first four months of 2011 despite unrest in the Middle East and North Africa, as well as a devastating earthquake and tsunami in Japan.
Market sentiment shifted dramatically during the last half of the period as investors reacted to a worsening sovereign debt crisis in Europe, including a bailout package for Portugal, further credit deterioration and a potential debt restructuring in Greece, and concerns about the negative impact of the crisis on the European banking system. In addition, the economic outlook grew increasingly uncertain amid evidence of a slowdown in economic activity. The end result was a reversal in the stock market that accelerated between July and September, erasing all of the market’s gains from earlier in the period.
Stocks rebounded in October as better economic data eased recession fears, enabling the market to produce a positive overall return for the 12-month period. Although mid- and small-cap stocks led the market’s advance in the first half of the period, they lagged during the market decline and underperformed large-cap stocks for the full 12-month period (see the table below).
However, growth stocks outperformed value shares throughout the period. Despite the increasingly uncertain economic outlook, we have not seen a broad deterioration in business fundamentals. Many companies continued to report better-than-expected earnings, even during the height of the market volatility in July and August. Companies that benefit from enduring, secular growth trends resulting from new technologies or products can succeed and show improvement under even challenging economic conditions. Furthermore, an economic slowdown often causes changes in consumer behavior that present investment opportunities.
U.S. Stock Index Returns |
For the 12 months ended October 31, 2011 |
Russell 1000 Index (Large-Cap) | 8.01% | | Russell 2000 Index (Small-Cap) | 6.71% |
Russell 1000 Growth Index | 9.92% | | Russell 2000 Growth Index | 9.84% |
Russell 1000 Value Index | 6.16% | | Russell 2000 Value Index | 3.54% |
Russell Midcap Index | 7.85% | | | |
Russell Midcap Growth Index | 10.08% | | | |
Russell Midcap Value Index | 5.83% | | | |
Total Returns as of October 31, 2011 |
| | | Average Annual Returns | |
| Ticker Symbol | 1 year | 5 years | 10 years | Since Inception | Inception Date |
Investor Class | TWCVX | 5.64% | 1.78% | 5.33% | 8.87% | 11/25/83 |
Russell Midcap Growth Index | — | 10.08% | 3.46% | 6.98% | N/A(1) | — |
Institutional Class | TWVIX | 5.93% | 1.99% | 5.55% | 4.87% | 11/14/96 |
A Class(2) No sales charge* With sales charge* | TWVAX | 5.42% -0.64% | 1.53% 0.33% | 5.08% 4.47% | 3.89% 3.48% | 10/2/96 |
C Class | AVNCX | 4.62% | — | — | 8.99% | 3/1/10 |
R Class | AVTRX | 5.19% | 1.29% | — | 1.99% | 7/29/05 |
| Sales charges include initial sales charges and contingent deferred sales charges (CDSCs), as applicable. A Class shares have a 5.75% maximum initial sales charge and may be subject to a maximum CDSC of 1.00%. C Class shares redeemed within 12 months of purchase are subject to a maximum CDSC of 1.00%. The SEC requires that mutual funds provide performance information net of maximum sales charges in all cases where charges could be applied. |
(1) | Index data not available prior to 12/31/85. |
(2) | Prior to March 1, 2010, the A Class was referred to as the Advisor Class and did not have a front-end sales charge. Performance prior to that date has been adjusted to reflect this charge. |
Data presented reflect past performance. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance shown. Investment return and principal value will fluctuate, and redemption value may be more or less than original cost. To obtain performance data current to the most recent month end, please call 1-800-345-2021 or visit americancentury.com. International investing involves special risks, such as political instability and currency fluctuations. Historically, small company stocks have been more volatile than the stocks of larger, more established companies.
Unless otherwise indicated, performance reflects Investor Class shares; performance for other share classes will vary due to differences in fee structure. For information about other share classes available, please consult the prospectus. Data assumes reinvestment of dividends and capital gains, and none of the charts reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Returns for the index are provided for comparison. The fund’s total returns include operating expenses (such as transaction costs and management fees) that reduce returns, while the total returns of the index do not.
Growth of $10,000 Over 10 Years |
$10,000 investment made October 31, 2001 |
Total Annual Fund Operating Expenses |
Investor Class | Institutional Class | A Class | C Class | R Class |
1.01% | 0.81% | 1.26% | 2.01% | 1.51% |
The total annual fund operating expenses shown is as stated in the fund’s prospectus current as of the date of this report. The prospectus may vary from the expense ratio shown elsewhere in this report because it is based on a different time period, includes acquired fund fees and expenses, and, if applicable, does not include fee waivers or expense reimbursements.
Data presented reflect past performance. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance shown. Investment return and principal value will fluctuate, and redemption value may be more or less than original cost. To obtain performance data current to the most recent month end, please call 1-800-345-2021 or visit americancentury.com. International investing involves special risks, such as political instability and currency fluctuations. Historically, small company stocks have been more volatile than the stocks of larger, more established companies.
Unless otherwise indicated, performance reflects Investor Class shares; performance for other share classes will vary due to differences in fee structure. For information about other share classes available, please consult the prospectus. Data assumes reinvestment of dividends and capital gains, and none of the charts reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Returns for the index are provided for comparison. The fund’s total returns include operating expenses (such as transaction costs and management fees) that reduce returns, while the total returns of the index do not.
Portfolio Managers: Brad Eixmann and Bryan Unterhalter
Performance Summary
Vista returned 5.64%* for the 12 months ended October 31, 2011, lagging the 10.08% return of its benchmark, the Russell Midcap Growth Index.
As discussed in the Market Perspective on page 4, equity indices generally gained during the reporting period, although they struggled with the challenges of a weak global economic recovery, ongoing sovereign debt concerns in Europe, and U.S. Treasury debt downgrade. Price momentum and acceleration, two factors that the Vista team looks for in portfolio holdings, were not rewarded consistently during the reporting period.
Within the portfolio, security selection in the information technology sector accounted for the majority of underperformance relative to the benchmark. Holdings in the industrials, financials, and consumer discretionary sectors also hurt results versus the benchmark. Effective stock choices in the health care and consumer staples sectors partially offset those relative losses.
Information Technology Underperformed Benchmark
The information technology sector was Vista’s largest source of underperformance relative to the benchmark. In the communications equipment industry, two overweight positions significantly trimmed relative results. Video and teleconferencing equipment maker Polycom experienced a sell-off in its shares as investors feared that competition and cuts in corporate spending would hurt revenues. An overweight position in F5 Networks, whose products help optimize the performance of applications over IT networks, also detracted from returns versus the benchmark. Elsewhere in the sector, stock decisions in the software industry hindered relative returns.
However, a position in UK-based ARM Holdings plc contributed meaningfully to relative results. The semiconductor intellectual property supplier experienced a surge in demand from chip makers, driven by rising end-market requirements for mobile chips.
Industrials, Financials Lagged
Vista’s underperformance in the industrials sector largely reflected stock decisions among machinery companies. An example was an overweight stake in WABCO Holdings. The maker of braking systems for commercial vehicles experienced a share price decline while it was held in the portfolio due to macroeconomic concerns.
The financials sector was a source of underperformance relative to the benchmark. Within the sector, an underweight in real estate investment trusts and overweight in the real estate management industry curbed relative results.
*All fund returns referenced in this commentary are for Investor Class shares.
Consumer Discretionary Lagged, but Some Holdings Helped
In the consumer discretionary sector, stock weightings in the hotels, restaurants, and leisure industry detracted from relative returns. An overweight position in Lululemon Athletica, though, contributed significantly to relative outperformance as the maker of women’s yoga and athletic wear executed well, demonstrating strong same-store comparable sales levels.
Health Care, Consumer Staples Outperformed, but Some Holdings Lagged
An overweight position in Alexion Pharmaceuticals accounted for the bulk of Vista’s relative outperformance in the health care sector. The biotechnology company received U.S. and European approval of a second indication for Soliris, a leading drug for the treatment of rare blood disorders. Effective stock selection in the pharmaceuticals industry group also benefited relative returns. In the industry, Vista held one outperforming position that was not represented in the benchmark, while successfully sidestepping some benchmark laggards.
In the consumer staples sector, companies with products at the upper end of the retail market performed well. Vista benefited from this situation with a significant position in specialty grocery chain Whole Foods Markets, which represented the largest individual contributor to relative returns. The company, which continued to perform well amid a trend towards healthier diets, executed well as it demonstrated strong buying power and improving supply chain management.
Elsewhere in the sector, though, an underweight position in Green Mountain Coffee Roasters detracted from relative results. The largest U.S. seller of single-serve brewers experienced robust share price gains as it continued to increase revenues through the success of its Keurig Single-Cup Brewing System. The portfolio had some exposure to Green Mountain, but less than the benchmark.
Outlook
Our investment process focuses on medium-sized and smaller companies with accelerating earnings growth rates and share-price momentum. We believe that active investing in such companies will generate outperformance over time compared with the Russell Midcap Growth Index.
This process, which has historically added value, has faced unprecedented headwinds in recent reporting periods. Based on historical trends, we believe we will move past this environment of extreme underperformance for stocks exhibiting price momentum and acceleration and into a period where fundamentals, and specifically fundamental improvement, is recognized and rewarded by the market.
OCTOBER 31, 2011 |
Top Ten Holdings | % of net assets |
Teradata Corp. | 2.9% |
Whole Foods Market, Inc. | 2.7% |
National Oilwell Varco, Inc. | 2.6% |
Alliance Data Systems Corp. | 2.3% |
TransDigm Group, Inc. | 2.2% |
Kansas City Southern | 2.0% |
Check Point Software Technologies Ltd. | 2.0% |
Joy Global, Inc. | 2.0% |
ARM Holdings plc | 2.0% |
Dollar Tree, Inc. | 1.9% |
|
Top Five Industries | % of net assets |
Software | 8.0% |
Specialty Retail | 7.0% |
IT Services | 6.2% |
Oil, Gas and Consumable Fuels | 4.9% |
Energy Equipment and Services | 4.8% |
|
Types of Investments in Portfolio | % of net assets |
Domestic Common Stocks | 87.8% |
Foreign Common Stocks* | 11.3% |
Total Common Stocks | 99.1% |
Temporary Cash Investments | 1.6% |
Other Assets and Liabilities | (0.7)% |
*Includes depositary shares, dual listed securities and foreign ordinary shares. |
Fund shareholders may incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption/exchange fees; and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in your fund and to compare these costs with the ongoing cost of investing in other mutual funds.
The example is based on an investment of $1,000 made at the beginning of the period and held for the entire period from May 1, 2011 to October 31, 2011.
Actual Expenses
The table provides information about actual account values and actual expenses for each class. You may use the information, together with the amount you invested, to estimate the expenses that you paid over the period. First, identify the share class you own. Then simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
If you hold Investor Class shares of any American Century Investments fund, or Institutional Class shares of the American Century Diversified Bond Fund, in an American Century Investments account (i.e., not a financial intermediary or retirement plan account), American Century Investments may charge you a $12.50 semiannual account maintenance fee if the value of those shares is less than $10,000. We will redeem shares automatically in one of your accounts to pay the $12.50 fee. In determining your total eligible investment amount, we will include your investments in all personal accounts (including American Century Investments Brokerage accounts) registered under your Social Security number. Personal accounts include individual accounts, joint accounts, UGMA/UTMA accounts, personal trusts, Coverdell Education Savings Accounts and IRAs (including traditional, Roth, Rollover, SEP-, SARSEP- and SIMPLE-IRAs), and certain other retirement accounts. If you have only business, business retirement, employer-sponsored or American Century Investments Brokerage accounts, you are currently not subject to this fee. We will not charge the fee as long as you choose to manage your accounts exclusively online. If you are subject to the Account Maintenance Fee, your account value could be reduced by the fee amount.
Hypothetical Example for Comparison Purposes
The table also provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio of each class of your fund and an assumed rate of return of 5% per year before expenses, which is not the actual return of a fund’s share class. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption/exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| | | | |
| Beginning Account Value 5/1/11 | Ending Account Value 10/31/11 | Expenses Paid During Period* 5/1/11 – 10/31/11 | Annualized Expense Ratio* |
Actual |
Investor Class | $1,000 | $880.30 | $4.74 | 1.00% |
Institutional Class | $1,000 | $881.60 | $3.79 | 0.80% |
A Class | $1,000 | $879.60 | $5.92 | 1.25% |
C Class | $1,000 | $876.20 | $9.46 | 2.00% |
R Class | $1,000 | $878.40 | $7.10 | 1.50% |
Hypothetical |
Investor Class | $1,000 | $1,020.16 | $5.09 | 1.00% |
Institutional Class | $1,000 | $1,021.17 | $4.08 | 0.80% |
A Class | $1,000 | $1,018.90 | $6.36 | 1.25% |
C Class | $1,000 | $1,015.12 | $10.16 | 2.00% |
R Class | $1,000 | $1,017.64 | $7.63 | 1.50% |
| Expenses are equal to the class’s annualized expense ratio listed in the table above, multiplied by the average account value over the period, multiplied by 184, the number of days in the most recent fiscal half-year, divided by 365, to reflect the one-half year period. |
| | |
| Shares | Value |
Common Stocks — 99.1% |
AEROSPACE AND DEFENSE — 4.0% |
BE Aerospace, Inc.(1) | 746,000 | $ 28,146,579 |
TransDigm Group, Inc.(1) | 383,000 | 35,971,360 |
| | 64,117,939 |
AUTO COMPONENTS — 1.6% |
BorgWarner, Inc.(1) | 329,000 | 25,165,210 |
BIOTECHNOLOGY — 2.8% |
Alexion Pharmaceuticals, Inc.(1) | 433,046 | 29,234,936 |
Cepheid, Inc.(1) | 188,000 | 6,745,440 |
Grifols SA(1) | 493,250 | 9,171,517 |
| | 45,151,893 |
CAPITAL MARKETS — 2.0% |
Affiliated Managers Group, Inc.(1) | 131,000 | 12,131,910 |
American Capital Ltd.(1) | 1,333,000 | 10,357,410 |
KKR & Co. LP | 628,000 | 8,465,440 |
| | 30,954,760 |
CHEMICALS — 3.0% |
Albemarle Corp. | 273,000 | 14,548,170 |
International Flavors & Fragrances, Inc. | 347,000 | 21,014,320 |
Rockwood Holdings, Inc.(1) | 280,000 | 12,891,200 |
| | 48,453,690 |
COMMERCIAL BANKS — 0.4% |
East West Bancorp., Inc. | 322,853 | 6,285,948 |
COMMERCIAL SERVICES AND SUPPLIES — 1.6% |
Stericycle, Inc.(1) | 296,000 | 24,739,680 |
COMMUNICATIONS EQUIPMENT — 0.6% |
Aruba Networks, Inc.(1) | 427,000 | 10,115,630 |
CONSUMER FINANCE — 2.0% |
Discover Financial Services | 977,000 | 23,018,120 |
First Cash Financial Services, Inc.(1) | 210,000 | 8,715,000 |
| | 31,733,120 |
CONTAINERS AND PACKAGING — 1.9% |
Crown Holdings, Inc.(1) | 599,000 | 20,240,210 |
Rock-Tenn Co., Class A | 164,000 | 9,707,160 |
| | 29,947,370 |
DIVERSIFIED CONSUMER SERVICES — 0.6% |
Weight Watchers International, Inc. | 122,000 | 9,103,640 |
ELECTRICAL EQUIPMENT — 1.1% |
Polypore International, Inc.(1) | 344,000 | 18,042,800 |
ELECTRONIC EQUIPMENT, INSTRUMENTS AND COMPONENTS — 1.2% |
IPG Photonics Corp.(1) | 134,000 | $ 7,083,240 |
Trimble Navigation Ltd.(1) | 301,000 | 12,163,410 |
| | 19,246,650 |
ENERGY EQUIPMENT AND SERVICES — 4.8% |
Atwood Oceanics, Inc.(1) | 284,000 | 12,138,160 |
Core Laboratories NV | 106,000 | 11,475,560 |
National Oilwell Varco, Inc. | 587,000 | 41,870,710 |
Oil States International, Inc.(1) | 161,000 | 11,207,210 |
| | 76,691,640 |
FOOD AND STAPLES RETAILING — 2.7% |
Whole Foods Market, Inc. | 601,000 | 43,344,120 |
FOOD PRODUCTS — 2.4% |
Green Mountain Coffee Roasters, Inc.(1) | 111,000 | 7,217,220 |
J.M. Smucker Co. (The) | 113,000 | 8,703,260 |
Mead Johnson Nutrition Co. | 302,000 | 21,698,700 |
| | 37,619,180 |
GAS UTILITIES — 1.0% |
Oneok, Inc. | 210,000 | 15,970,500 |
HEALTH CARE EQUIPMENT AND SUPPLIES — 2.9% |
Cooper Cos., Inc. (The) | 264,000 | 18,295,200 |
MAKO Surgical Corp.(1) | 379,000 | 14,572,550 |
Mettler-Toledo International, Inc.(1) | 84,000 | 12,902,400 |
| | 45,770,150 |
HEALTH CARE PROVIDERS AND SERVICES — 0.7% |
Catalyst Health Solutions, Inc.(1) | 205,000 | 11,268,850 |
HEALTH CARE TECHNOLOGY — 1.9% |
SXC Health Solutions Corp.(1) | 627,000 | 29,356,140 |
HOTELS, RESTAURANTS AND LEISURE — 3.9% |
Arcos Dorados Holdings, Inc., Class A | 537,000 | 12,565,800 |
Chipotle Mexican Grill, Inc.(1) | 75,000 | 25,209,000 |
Domino’s Pizza, Inc.(1) | 238,000 | 7,623,140 |
Panera Bread Co., Class A(1) | 122,000 | 16,310,180 |
| | 61,708,120 |
HOUSEHOLD DURABLES — 1.0% |
Tempur-Pedic International, Inc.(1) | 229,000 | 15,585,740 |
HOUSEHOLD PRODUCTS — 1.0% |
Church & Dwight Co., Inc. | 372,000 | 16,434,960 |
INTERNET AND CATALOG RETAIL — 1.5% |
priceline.com, Inc.(1) | 46,000 | 23,355,120 |
INTERNET SOFTWARE AND SERVICES — 1.5% |
Baidu, Inc. ADR(1) | 171,000 | $ 23,970,780 |
IT SERVICES — 6.2% |
Alliance Data Systems Corp.(1) | 364,000 | 37,288,160 |
Cognizant Technology Solutions Corp., Class A(1) | 216,000 | 15,714,000 |
Teradata Corp.(1) | 778,000 | 46,415,480 |
| | 99,417,640 |
LIFE SCIENCES TOOLS AND SERVICES — 0.5% |
Waters Corp.(1) | 99,000 | 7,931,880 |
MACHINERY — 3.9% |
Chart Industries, Inc.(1) | 209,000 | 11,810,590 |
Cummins, Inc. | 81,000 | 8,053,830 |
Joy Global, Inc. | 365,000 | 31,828,000 |
Titan International, Inc. | 461,000 | 10,372,500 |
| | 62,064,920 |
MEDIA — 2.3% |
CBS Corp., Class B | 979,000 | 25,267,990 |
Focus Media Holding Ltd. ADR(1) | 435,000 | 11,823,300 |
| | 37,091,290 |
METALS AND MINING — 0.9% |
Cliffs Natural Resources, Inc. | 213,000 | 14,530,860 |
MULTILINE RETAIL — 1.9% |
Dollar Tree, Inc.(1) | 382,000 | 30,544,720 |
OIL, GAS AND CONSUMABLE FUELS — 4.9% |
Cabot Oil & Gas Corp. | 308,000 | 23,937,760 |
Concho Resources, Inc.(1) | 283,000 | 26,805,760 |
SandRidge Energy, Inc.(1) | 2,323,000 | 17,794,180 |
SM Energy Co. | 119,000 | 9,866,290 |
| | 78,403,990 |
PHARMACEUTICALS — 4.6% |
Elan Corp. plc ADR(1) | 831,000 | 9,963,690 |
Perrigo Co. | 151,000 | 13,632,280 |
Questcor Pharmaceuticals, Inc.(1) | 560,000 | 22,741,600 |
Shire plc | 384,000 | 12,057,626 |
Watson Pharmaceuticals, Inc.(1) | 217,000 | 14,573,720 |
| | 72,968,916 |
REAL ESTATE MANAGEMENT AND DEVELOPMENT — 0.6% |
CBRE Group, Inc.(1) | 551,000 | 9,796,780 |
ROAD AND RAIL — 2.0% |
Kansas City Southern(1) | 510,000 | 32,216,700 |
SEMICONDUCTORS AND SEMICONDUCTOR EQUIPMENT — 3.4% |
ARM Holdings plc | 3,359,000 | 31,465,692 |
Avago Technologies Ltd. | 387,000 | 13,068,990 |
Cypress Semiconductor Corp.(1) | 515,993 | 9,860,626 |
| | 54,395,308 |
SOFTWARE — 8.0% |
Cerner Corp.(1) | 108,000 | 6,850,440 |
Check Point Software Technologies Ltd.(1) | 553,000 | 31,869,390 |
Citrix Systems, Inc.(1) | 253,000 | 18,425,990 |
Informatica Corp.(1) | 280,000 | 12,740,000 |
NetSuite, Inc.(1) | 318,000 | 12,096,720 |
QLIK Technologies, Inc.(1) | 334,000 | 9,542,380 |
Salesforce.com, Inc.(1) | 119,000 | 15,847,230 |
Solera Holdings, Inc. | 382,000 | 20,868,660 |
| | 128,240,810 |
SPECIALTY RETAIL — 7.0% |
DSW, Inc., Class A | 216,000 | 11,305,440 |
O’Reilly Automotive, Inc.(1) | 332,000 | 25,248,600 |
PetSmart, Inc. | 423,000 | 19,859,850 |
Tiffany & Co. | 115,000 | 9,168,950 |
Tractor Supply Co. | 271,000 | 19,224,740 |
Ulta Salon Cosmetics & Fragrance, Inc.(1) | 405,000 | 27,252,450 |
| | 112,060,030 |
TEXTILES, APPAREL AND LUXURY GOODS — 1.9% |
Fossil, Inc.(1) | 165,000 | 17,103,900 |
Lululemon Athletica, Inc.(1) | 237,000 | 13,385,760 |
| | 30,489,660 |
TRADING COMPANIES AND DISTRIBUTORS — 2.0% |
Fastenal Co. | 517,000 | 19,692,530 |
United Rentals, Inc.(1) | 544,000 | 12,735,040 |
| | 32,427,570 |
WIRELESS TELECOMMUNICATION SERVICES — 0.9% |
SBA Communications Corp., Class A(1) | 372,000 | 14,169,480 |
TOTAL COMMON STOCKS(Cost $1,281,304,517) | 1,580,884,184 |
Temporary Cash Investments — 1.6% |
Repurchase Agreement, Bank America Merrill Lynch, (collateralized by various U.S. Treasury obligations, 0.50%, 10/15/14, valued at $8,571,223), in a joint trading account at 0.06%, dated 10/31/11, due 11/1/11 (Delivery value $8,390,779) | $ 8,390,765 |
Repurchase Agreement, Credit Suisse First Boston, Inc., (collateralized by various U.S. Treasury obligations, 4.50%, 5/15/38, valued at $8,599,159), in a joint trading account at 0.03%, dated 10/31/11, due 11/1/11 (Delivery value $8,390,771) | 8,390,764 |
Repurchase Agreement, Goldman Sachs & Co., (collateralized by various U.S. Treasury obligations, 3.875%, 8/15/40, valued at $8,550,385), in a joint trading account at 0.04%, dated 10/31/11, due 11/1/11 (Delivery value $8,390,774) | 8,390,765 |
SSgA U.S. Government Money Market Fund | 732,646 | 732,646 |
TOTAL TEMPORARY CASH INVESTMENTS(Cost $25,904,940) | 25,904,940 |
TOTAL INVESTMENT SECURITIES — 100.7% (Cost $1,307,209,457) | 1,606,789,124 |
OTHER ASSETS AND LIABILITIES — (0.7)% | (11,147,750) |
TOTAL NET ASSETS — 100.0% | $1,595,641,374 |
Forward Foreign Currency Exchange Contracts | |
Contracts to Sell | Counterparty | Settlement Date | Value | Unrealized Gain (Loss) |
5,384,317 | EUR for USD | UBS AG | 11/30/11 | $ 7,448,169 | | $ 32,855 | |
21,308,158 | GBP for USD | Credit Suisse AG | 11/30/11 | 34,251,854 | | (260,858) | |
| | | | $41,700,023 | | $(228,003) | |
(Value on Settlement Date $41,472,020) | |
Geographic Diversification |
(as a % of net assets) |
United States | 87.8% |
People’s Republic of China | 2.2% |
Israel | 2.0% |
United Kingdom | 2.0% |
Ireland | 1.4% |
Canada | 0.8% |
Singapore | 0.8% |
Argentina | 0.8% |
Netherlands | 0.7% |
Spain | 0.6% |
Cash and Equivalents* | 0.9% |
*Includes temporary cash investments and other assets and liabilities. |
Notes to Schedule of Investments
ADR = American Depositary Receipt
EUR = Euro
GBP = British Pound
USD = United States Dollar
See Notes to Financial Statements.
Statement of Assets and Liabilities |
OCTOBER 31, 2011 | |
Assets | |
Investment securities, at value (cost of $1,307,209,457) | | | $1,606,789,124 | |
Foreign currency holdings, at value (cost of $72,848) | | | 72,568 | |
Receivable for investments sold | | | 18,306,450 | |
Receivable for capital shares sold | | | 614,294 | |
Unrealized gain on forward foreign currency exchange contracts | | | 32,855 | |
Dividends and interest receivable | | | 404,599 | |
| | | 1,626,219,890 | |
| | | | |
Liabilities | |
Payable for investments purchased | | | 26,115,706 | |
Payable for capital shares redeemed | | | 2,886,538 | |
Unrealized loss on forward foreign currency exchange contracts | | | 260,858 | |
Accrued management fees | | | 1,281,402 | |
Distribution and service fees payable | | | 34,012 | |
| | | 30,578,516 | |
| | | | |
Net Assets | | | $1,595,641,374 | |
| | | | |
Net Assets Consist of: | |
Capital (par value and paid-in surplus) | | | $1,475,555,109 | |
Undistributed net investment income | | | 232,336 | |
Accumulated net realized loss | | | (179,561,578 | ) |
Net unrealized appreciation | | | 299,415,507 | |
| | | $1,595,641,374 | |
| | | | | | |
| | Net assets | | Shares outstanding | | Net asset value per share |
Investor Class, $0.01 Par Value | | | $1,368,299,254 | | | | 84,931,731 | | | | $16.11 | |
Institutional Class, $0.01 Par Value | | | $83,260,653 | | | | 5,016,576 | | | | $16.60 | |
A Class, $0.01 Par Value | | | $124,296,109 | | | | 7,989,928 | | | | $15.56 | * |
C Class, $0.01 Par Value | | | $85,752 | | | | 5,411 | | | | $15.85 | |
R Class, $0.01 Par Value | | | $19,699,606 | | | | 1,262,513 | | | | $15.60 | |
*Maximum offering price $16.51 (net asset value divided by 0.9425) | |
See Notes to Financial Statements.
YEAR DED OCTOBER 31, 2011 | |
Investment Income (Loss) | |
Income: | | | |
Dividends (net of foreign taxes withheld of $19,163) | | | $11,018,166 | |
Interest | | | 16,861 | |
| | | 11,035,027 | |
| | | | |
Expenses: | | | | |
Management fees | | | 19,557,183 | |
Distribution and service fees: | | | | |
A Class | | | 405,194 | |
C Class | | | 656 | |
R Class | | | 121,445 | |
Directors’ fees and expenses | | | 89,697 | |
| | | 20,174,175 | |
| | | | |
Net investment income (loss) | | | (9,139,148 | ) |
| | | | |
Realized and Unrealized Gain (Loss) | |
Net realized gain (loss) on: | | | | |
Investment transactions | | | 341,417,123 | |
Futures contract transactions | | | 1,148,539 | |
Foreign currency transactions | | | (324,625 | ) |
| | | 342,241,037 | |
| | | | |
Change in net unrealized appreciation (depreciation) on: | | | | |
Investments | | | (169,754,016 | ) |
Translation of assets and liabilities in foreign currencies | | | 173,283 | |
| | | (169,580,733 | ) |
| | | | |
Net realized and unrealized gain (loss) | | | 172,660,304 | |
| | | | |
Net Increase (Decrease) in Net Assets Resulting from Operations | | | $163,521,156 | |
See Notes to Financial Statements.
Statement of Changes in Net Assets |
YEARS ENDED OCTOBER 31, 2011 AND OCTOBER 31, 2010 | |
Increase (Decrease) in Net Assets | 2011 | | | 2010 | |
Operations | |
Net investment income (loss) | | $(9,139,148 | ) | | | $(9,950,529 | ) |
Net realized gain (loss) | | 342,241,037 | | | | 354,965,987 | |
Change in net unrealized appreciation (depreciation) | | (169,580,733 | ) | | | 156,009,051 | |
Net increase (decrease) in net assets resulting from operations | | 163,521,156 | | | | 501,024,509 | |
| | | | | | | |
Capital Share Transactions | |
Net increase (decrease) in net assets from capital share transactions | | (695,555,495 | ) | | | (553,319,017 | ) |
| | | | | | | |
Net increase (decrease) in net assets | | (532,034,339 | ) | | | (52,294,508 | ) |
| | | | | | | |
Net Assets | |
Beginning of period | | 2,127,675,713 | | | | 2,179,970,221 | |
End of period | | $1,595,641,374 | | | | $2,127,675,713 | |
| | | | | | | |
Undistributed net investment income | | $232,336 | | | | $346,850 | |
See Notes to Financial Statements.
Notes to Financial Statements |
OCTOBER 31, 2011
1. Organization
American Century Mutual Funds, Inc. (the corporation) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company and is organized as a Maryland corporation. Vista Fund (the fund) is one fund in a series issued by the corporation. The fund is diversified as defined under the 1940 Act. The fund’s investment objective is to seek long-term capital growth. The fund pursues its objective by investing primarily in equity securities of companies that are medium-sized and smaller at the time of purchase that management believes will increase in value.
The fund is authorized to issue the Investor Class, the Institutional Class, the A Class (formerly Advisor Class), the C Class and the R Class. The A Class may incur an initial sales charge. The A Class and C Class may be subject to a contingent deferred sales charge. The share classes differ principally in their respective sales charges and distribution and shareholder servicing expenses and arrangements. The Institutional Class is made available to institutional shareholders or through financial intermediaries whose clients do not require the same level of shareholder and administrative services as shareholders of other classes. As a result, the Institutional Class is charged a lower unified management fee. Sale of the C Class commenced on March 1, 2010.
2. Significant Accounting Policies
The following is a summary of significant accounting policies consistently followed by the fund in preparation of its financial statements. The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America, which may require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from these estimates.
Investment Valuations — The fund determines the fair value of its investments and computes its net asset value per share as of the close of regular trading (usually 4 p.m. Eastern time) on the New York Stock Exchange (NYSE) on each day the NYSE is open.
Equity securities that are listed or traded on a domestic securities exchange are valued at the last reported sales price or at the official closing price as provided by the exchange. Equity securities traded on foreign securities exchanges are typically valued at the closing price on the exchange where primarily traded or as of the close of the NYSE, if that is earlier. If no last sales price is reported, or if local convention or regulation so provides, the mean of the latest bid and asked prices is used. Depending on local convention or regulation, securities traded over-the-counter are valued at the mean of the latest bid and asked prices, the last sales price, or the official closing price. In its determination of fair value, the fund may review several factors including: market information specific to a security; news developments in U.S. and foreign markets; the performance of particular U.S. and foreign securities, indices, comparable securities, American Depositary Receipts, Exchange-Traded Funds, and other relevant market indicators.
Debt securities maturing within 60 days at the time of purchase may be valued at cost, plus or minus any amortized discount or premium or at the evaluated mean as provided by an independent pricing service. Evaluated mean prices are commonly derived through utilization of market models, which may consider, among other factors, trade data, quotations from dealers and active market makers, relevant yield curve and spread data, related sector levels, creditworthiness, and other relevant market information on the same or comparable securities.
Investments in open-end management investment companies are valued at the reported net asset value per share. Repurchase agreements are valued at cost. Exchange-traded futures contracts are valued at the settlement price as provided by the appropriate clearing corporation. Forward foreign currency exchange contracts are valued at the mean of the latest bid and asked prices of the forward currency rates as provided by an independent pricing service.
The value of investments initially expressed in foreign currencies is translated into U.S. dollars at prevailing exchange rates.
If the fund determines that the market price for a portfolio security is not readily available or the valuation methods mentioned above do not reflect a security’s fair value, such security is valued as determined in good faith by the Board of Directors or its designee, in accordance with procedures adopted by the Board of Directors. Circumstances that may cause the fund to use these procedures to value a security include, but are not limited to: a security has been declared in default; trading in a security has been halted during the trading day; there is a foreign market holiday and no trading occurred; or an event occurred between the close of a foreign exchange and the NYSE that may affect the value of a security.
Security Transactions — Security transactions are accounted for as of the trade date. Net realized gains and losses are determined on the identified cost basis, which is also used for federal income tax purposes.
Investment Income — Dividend income less foreign taxes withheld, if any, is recorded as of the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered nontaxable distributions or capital gain distributions for income tax purposes. Interest income is recorded on the accrual basis and includes accretion of discounts and amortization of premiums.
Foreign Currency Translations — All assets and liabilities initially expressed in foreign currencies are translated into U.S. dollars at prevailing exchange rates at period end. The fund may enter into spot foreign currency exchange contracts to facilitate transactions denominated in a foreign currency. Purchases and sales of investment securities, dividend and interest income, spot foreign currency exchange contracts, and expenses are translated at the rates of exchange prevailing on the respective dates of such transactions. Net realized and unrealized foreign currency exchange gains or losses related to investment securities are a component of net realized gain (loss) on investment transactions and change in net unrealized appreciation (depreciation) on investments, respectively.
Business Development Companies — The fund may invest in securities of closed-end investment companies that have elected to be treated as a business development company under the 1940 Act. A business development company operates similar to an exchange-traded fund and represents a portfolio of securities. The fund may purchase a business development company to gain exposure to the securities in the underlying portfolio. The risks of owning a business development company generally reflect the risks of owning the underlying securities. Business development companies have expenses that reduce their value.
Repurchase Agreements — The fund may enter into repurchase agreements with institutions that American Century Investment Management, Inc. (ACIM) (the investment advisor) has determined are creditworthy pursuant to criteria adopted by the Board of Directors. The fund requires that the collateral, represented by securities, received in a repurchase transaction be transferred to the custodian in a manner sufficient to enable the fund to obtain those securities in the event of a default under the repurchase agreement. ACIM monitors, on a daily basis, the securities transferred to ensure the value, including accrued interest, of the securities under each repurchase agreement is equal to or greater than amounts owed to the fund under each repurchase agreement.
Joint Trading Account — Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the fund, along with certain other funds in the American Century Investments family of funds, may transfer uninvested cash balances into a joint trading account. These balances are invested in one or more repurchase agreements that are collateralized by U.S. Treasury or Agency obligations.
Income Tax Status — It is the fund’s policy to distribute substantially all net investment income and net realized gains to shareholders and to otherwise qualify as a regulated investment company under provisions of the Internal Revenue Code. The fund is no longer subject to examination by tax authorities for years prior to 2008. At this time, management believes there are no uncertain tax positions which, based on their technical merit, would not be sustained upon examination and for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. Accordingly, no provision has been made for federal or state income taxes.
Multiple Class — All shares of the fund represent an equal pro rata interest in the net assets of the class to which such shares belong, and have identical voting, dividend, liquidation and other rights and the same terms and conditions, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes. Income, non-class specific expenses, and realized and unrealized capital gains and losses of the fund are allocated to each class of shares based on their relative net assets.
Distributions to Shareholders — Distributions from net investment income and net realized gains, if any, are generally declared and paid annually.
Indemnifications — Under the corporation’s organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the fund. In addition, in the normal course of business, the fund enters into contracts that provide general indemnifications. The maximum exposure under these arrangements is unknown as this would involve future claims that may be made against a fund. The risk of material loss from such claims is considered by management to be remote.
3. Fees and Transactions with Related Parties
Management Fees — The corporation has entered into a management agreement with ACIM, under which ACIM provides the fund with investment advisory and management services in exchange for a single, unified management fee (the fee) per class. The agreement provides that all expenses of managing and operating the fund, except distribution and service fees, brokerage expenses, taxes, interest, fees and expenses of the independent directors (including legal counsel fees), and extraordinary expenses, will be paid by ACIM. The fee is computed and accrued daily based on each class’s daily net assets and paid monthly in arrears. The annual management fee is 1.00% for the Investor Class, A Class, C Class and R Class and 0.80% for the Institutional Class.
Distribution and Service Fees — The Board of Directors has adopted a separate Master Distribution and Individual Shareholder Services Plan for each of the A Class, C Class and R Class (collectively the plans), pursuant to Rule 12b-1 of the 1940 Act. The plans provide that the A Class will pay American Century Investment Services, Inc. (ACIS) an annual distribution and service fee of 0.25%. The plans provide that the C Class will pay ACIS an annual distribution and service fee of 1.00%, of which 0.25% is paid for individual shareholder services and 0.75% is paid for distribution services. The plans provide that the R Class will pay ACIS an annual distribution and service fee of 0.50%. The fees are computed and accrued daily based on each class’s daily net assets and paid monthly in arrears. The fees are used to pay financial intermediaries for distribution and individual shareholder services. Fees incurred under the plans during the year ended October 31, 2011 are detailed in the Statement of Operations.
Acquired Fund Fees and Expenses — The fund may invest in mutual funds, exchange-traded funds, and business development companies (the acquired funds). The fund will indirectly realize its pro rata share of the fees and expenses of the acquired funds in which it invests. These indirect fees and expenses are not paid out of the fund’s assets but are reflected in the return realized by the fund on its investment in the acquired funds.
Related Parties — Certain officers and directors of the corporation are also officers and/or directors of American Century Companies, Inc. (ACC), the parent of the corporation’s investment advisor, ACIM, the distributor of the corporation, ACIS, and the corporation’s transfer agent, American Century Services, LLC. Various funds in a series issued by American Century Asset Allocation Portfolios, Inc. (ACAAP) own, in aggregate, 12% of the shares of the fund. ACAAP does not invest in the fund for purposes of exercising management or control.
The fund was eligible to invest in a money market fund for temporary purposes, which is managed by J.P. Morgan Investment Management, Inc. (JPMIM). The fund had a mutual funds services agreement with J.P. Morgan Investor Services Co. (JPMIS). JPMorgan Chase Bank (JPMCB) was a custodian of the fund. JPMIM, JPMIS and JPMCB are wholly owned subsidiaries of JPMorgan Chase & Co. (JPM). Prior to August 31, 2011, JPM was an equity investor in ACC. The services provided to the fund by JPMIM, JPMIS and JPMCB terminated on July 31, 2011.
4. Investment Transactions
Purchases and sales of investment securities, excluding short-term investments, for the year ended October 31, 2011 were $1,760,189,930 and $2,450,039,398, respectively.
5. Capital Share Transactions
Transactions in shares of the fund were as follows:
| Year ended October 31, 2011 | | | Year ended October 31, 2010(1) | |
| Shares | | | Amount | | | Shares | | | Amount | |
Investor Class/Shares Authorized | | 750,000,000 | | | | | | | 750,000,000 | | | | |
Sold | | 8,621,805 | | | | $143,273,101 | | | | 8,630,658 | | | | $117,497,322 | |
Redeemed | | (39,205,210 | ) | | | (673,000,417 | ) | | | (32,468,753 | ) | | | (444,901,904 | ) |
| | (30,583,405 | ) | | | (529,727,316 | ) | | | (23,838,095 | ) | | | (327,404,582 | ) |
Institutional Class/Shares Authorized | | 80,000,000 | | | | | | | | 80,000,000 | | | | | |
Sold | | 1,888,308 | | | | 31,910,361 | | | | 4,712,353 | | | | 65,500,385 | |
Redeemed | | (6,639,853 | ) | | | (114,083,570 | ) | | | (11,923,548 | ) | | | (169,469,691 | ) |
| | (4,751,545 | ) | | | (82,173,209 | ) | | | (7,211,195 | ) | | | (103,969,306 | ) |
A Class/Shares Authorized | | 310,000,000 | | | | | | | | 310,000,000 | | | | | |
Sold | | 2,133,309 | | | | 34,631,696 | | | | 2,682,180 | | | | 35,631,591 | |
Redeemed | | (6,781,320 | ) | | | (109,933,117 | ) | | | (11,741,693 | ) | | | (156,158,675 | ) |
| | (4,648,011 | ) | | | (75,301,421 | ) | | | (9,059,513 | ) | | | (120,527,084 | ) |
C Class/Shares Authorized | | 50,000,000 | | | | | | | | 50,000,000 | | | | | |
Sold | | 3,649 | | | | 62,747 | | | | 1,989 | | | | 27,200 | |
Redeemed | | (227 | ) | | | (3,470 | ) | | | — | | | | — | |
| | 3,422 | | | | 59,277 | | | | 1,989 | | | | 27,200 | |
R Class/Shares Authorized | | 10,000,000 | | | | | | | | 10,000,000 | | | | | |
Sold | | 269,541 | | | | 4,389,911 | | | | 506,557 | | | | 6,818,706 | |
Redeemed | | (805,128 | ) | | | (12,802,737 | ) | | | (614,404 | ) | | | (8,263,951 | ) |
| | (535,587 | ) | | | (8,412,826 | ) | | | (107,847 | ) | | | (1,445,245 | ) |
Net increase (decrease) | | (40,515,126 | ) | | | $(695,555,495 | ) | | | (40,214,661 | ) | | | $(553,319,017 | ) |
(1) | March 1, 2010 (commencement of sale) through October 31, 2010 for the C Class. |
6. Fair Value Measurements
The fund’s securities valuation process is based on several considerations and may use multiple inputs to determine the fair value of the positions held by the fund. In conformity with accounting principles generally accepted in the United States of America, the inputs used to determine a valuation are classified into three broad levels as follows:
• | Level 1 valuation inputs consist of unadjusted quoted prices in an active market for identical securities; |
• | Level 2 valuation inputs consist of direct or indirect observable market data (including quoted prices for similar securities, evaluations of subsequent market events, interest rates, prepayment speeds, credit risk, etc.); or |
• | Level 3 valuation inputs consist of unobservable data (including a fund’s own assumptions). |
The level classification is based on the lowest level input that is significant to the fair valuation measurement. The valuation inputs are not necessarily an indication of the risks associated with investing in these securities or other financial instruments.
The following is a summary of the level classifications as of period end. The Schedule of Investments provides additional information on the fund’s portfolio holdings.
| | | | | | |
| | Level 1 | | Level 2 | | Level 3 |
Investment Securities | |
Domestic Common Stocks | | | $1,400,066,079 | | | | — | | | | — | |
Foreign Common Stocks | | | 128,123,270 | | | | $52,694,835 | | | | — | |
Temporary Cash Investments | | | 732,646 | | | | 25,172,294 | | | | — | |
Total Value of Investment Securities | | | $1,528,921,995 | | | | $77,867,129 | | | | — | |
| |
Other Financial Instruments | |
Total Unrealized Gain (Loss) on Forward Foreign Currency Exchange Contracts | | | — | | | | $(228,003 | ) | | | — | |
7. Derivative Instruments
Equity Price Risk — The fund is subject to equity price risk in the normal course of pursuing its investment objectives. A fund may enter into futures contracts based on an equity index in order to manage its exposure to changes in market conditions. A fund may purchase futures contracts to gain exposure to increases in market value or sell futures contracts to protect against a decline in market value. Upon entering into a futures contract, a fund is required to deposit either cash or securities in an amount equal to a certain percentage of the contract value (initial margin). Subsequent payments (variation margin) are made or received daily, in cash, by a fund. The variation margin is equal to the daily change in the contract value and is recorded as unrealized gains and losses. A fund recognizes a realized gain or loss when the contract is closed or expires. Net realized and unrealized gains or losses occurring during the holding period of futures contracts are a component of net realized gain (loss) on futures contract transactions and change in net unrealized appreciation (depreciation) on futures contracts, respectively. One of the risks of entering into futures contracts is the possibility that the change in value of the contract may not correlate with the changes in value of the underlying securities. During the period, the fund infrequently purchased equity price risk derivative instruments for temporary investment purposes.
Foreign Currency Risk — The fund is subject to foreign currency exchange rate risk in the normal course of pursuing its investment objectives. The value of foreign investments held by a fund may be significantly affected by changes in foreign currency exchange rates. The dollar value of a foreign security generally decreases when the value of the dollar rises against the foreign currency in which the security is denominated and tends to increase when the value of the dollar declines against such foreign currency. A fund may enter into forward foreign currency exchange contracts to reduce a fund’s exposure to foreign currency exchange rate fluctuations. The net U.S. dollar value of foreign currency underlying all contractual commitments held by a fund and the resulting unrealized appreciation or depreciation are determined daily. Realized gain or loss is recorded upon the termination of the contract. Net realized and unrealized gains or losses occurring during the holding period of forward foreign currency exchange contracts are a component of net realized gain (loss) on foreign currency transactions and change in net unrealized appreciation (depreciation) on translation of assets and liabilities in foreign currencies, respectively. A fund bears the risk of an unfavorable change in the foreign currency exchange rate underlying the forward contract. Additionally, losses, up to the fair value, may arise if the counterparties do not perform under the contract terms. The risk of loss from non-performance by the counterparty may be reduced by the use of master netting agreements. The foreign currency risk derivative instruments held at period end as disclosed on the Schedule of Investments are indicative of the fund’s typical volume during the period.
Value of Derivative Instruments as of October 31, 2011
| | | | | |
| Asset Derivatives | | | Liability Derivatives | |
Type of Risk Exposure | Location on Statement of Assets and Liabilities | Value | | Location on Statement of Assets and Liabilities | Value |
Foreign Currency Risk | Unrealized gain on forward foreign currency exchange contracts | $32,855 | | | Unrealized loss on forward foreign currency exchange contracts | $260,858 | |
Effect of Derivative Instruments on the Statement of Operations for the Year Ended October 31, 2011
| | | | | |
| Net Realized Gain (Loss) | | | Change in Net Unrealized Appreciation (Depreciation) | |
Type of Risk Exposure | Location on Statement of Operations | Value | | Location on Statement of Operations | Value |
Equity Price Risk | Net realized gain (loss) on futures contract transactions | $1,148,539 | | | Change in net unrealized appreciation (depreciation) on futures contracts | — | |
Foreign Currency Risk | Net realized gain (loss) on foreign currency transactions | (308,000) | | | Change in net unrealized appreciation (depreciation) on translation of assets and liabilities in foreign currencies | $137,263 | |
| | $ 840,539 | | | | $137,263 | |
8. Risk Factors
There are certain risks involved in investing in foreign securities. These risks include those resulting from future adverse political, social and economic developments, fluctuations in currency exchange rates, the possible imposition of exchange controls, and other foreign laws or restrictions.
The fund invests in common stocks of small companies. Because of this, it may be subject to greater risk and market fluctuations than a fund investing in larger, more established companies.
9. Federal Tax Information
The book-basis character of distributions made during the year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. These differences reflect the differing character of certain income items and net realized gains and losses for financial statement and tax purposes, and may result in reclassification among certain capital accounts on the financial statements. There were no distributions paid by the fund during the years ended October 31, 2011 and October 31, 2010.
As of October 31, 2011, the federal tax cost of investments and the components of distributable earnings on a tax-basis were as follows:
| | | | |
Federal tax cost of investments | | | $1,318,149,616 | |
Gross tax appreciation of investments | | | $326,594,520 | |
Gross tax depreciation of investments | | | (37,955,012 | ) |
Net tax appreciation (depreciation) of investments | | | $288,639,508 | |
Net tax appreciation (depreciation) on derivatives and translation of assets and liabilities in foreign currencies | | | $68,176 | |
Net tax appreciation (depreciation) | | | $288,707,684 | |
Undistributed ordinary income | | | — | |
Accumulated capital losses | | | $(168,621,419 | ) |
The difference between book-basis and tax-basis cost and unrealized appreciation (depreciation) is attributable primarily to the tax deferral of losses on wash sales and the realization for tax purposes of unrealized gains (losses) on certain forward foreign currency exchange contracts.
The accumulated capital losses represent net capital loss carryovers that may be used to offset future realized capital gains for federal income tax purposes. Future capital loss carryover utilization in any given year may be subject to Internal Revenue Code limitations. Capital loss carryovers expire in 2017.
On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “Act”) was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. The changes are generally effective for taxable years beginning after the date of enactment. Under the Act, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.
For a Share Outstanding Throughout the Years Ended October 31 (except as noted) | |
Per-Share Data | Ratios and Supplemental Data | |
| | Income From Investment Operations: | | | | Ratio to Average Net Assets of: | | | |
| Net Asset Value, Beginning of Period | Net Investment Income (Loss)(1) | Net Realized and Unrealized Gain (Loss) | Total From Investment Operations | Distributions From Net Realized Gains | Net Asset Value, End of Period | Total Return(2) | Operating Expenses(7) | Net Investment Income (Loss) | Portfolio Turnover Rate | Net Assets, End of Period (in thousands) |
Investor Class | |
2011 | $15.25 | (0.08) | 0.94 | 0.86 | — | $16.11 | 5.64% | 1.00% | (0.44)% | 90% | $1,368,299 | |
2010 | $12.13 | (0.06) | 3.18 | 3.12 | — | $15.25 | 25.72% | 1.01% | (0.45)% | 132% | $1,761,319 | |
2009 | $12.43 | (0.05) | (0.25) | (0.30) | — | $12.13 | (2.41)% | 1.00% | (0.48)% | 183% | $1,690,576 | |
2008 | $24.24 | (0.11) | (9.61) | (9.72) | (2.09) | $12.43 | (43.58)% | 1.00% | (0.56)% | 167% | $1,800,788 | |
2007 | $16.35 | (0.12) | 8.14 | 8.02 | (0.13) | $24.24 | 49.39% | 1.00% | (0.60)% | 121% | $2,920,908 | |
Institutional Class | |
2011 | $15.67 | (0.04) | 0.97 | 0.93 | — | $16.60 | 5.93% | 0.80% | (0.24)% | 90% | $83,261 | |
2010 | $12.45 | (0.03) | 3.25 | 3.22 | — | $15.67 | 25.86% | 0.81% | (0.25)% | 132% | $153,112 | |
2009 | $12.73 | (0.03) | (0.25) | (0.28) | — | $12.45 | (2.12)% | 0.80% | (0.28)% | 183% | $211,357 | |
2008 | $24.72 | (0.07) | (9.83) | (9.90) | (2.09) | $12.73 | (43.50)% | 0.80% | (0.36)% | 167% | $238,727 | |
2007 | $16.64 | (0.08) | 8.29 | 8.21 | (0.13) | $24.72 | 49.68% | 0.80% | (0.40)% | 121% | $254,528 | |
A Class(3) | |
2011 | $14.76 | (0.11) | 0.91 | 0.80 | — | $15.56 | 5.42% | 1.25% | (0.69)% | 90% | $124,296 | |
2010 | $11.77 | (0.09) | 3.08 | 2.99 | — | $14.76 | 25.40% | 1.26% | (0.70)% | 132% | $186,529 | |
2009 | $12.09 | (0.08) | (0.24) | (0.32) | — | $11.77 | (2.65)% | 1.25% | (0.73)% | 183% | $255,419 | |
2008 | $23.69 | (0.15) | (9.36) | (9.51) | (2.09) | $12.09 | (43.72)% | 1.25% | (0.81)% | 167% | $257,057 | |
2007 | $16.03 | (0.16) | 7.95 | 7.79 | (0.13) | $23.69 | 48.94% | 1.25% | (0.85)% | 121% | $380,555 | |
For a Share Outstanding Throughout the Years Ended October 31 (except as noted) | |
Per-Share Data | Ratios and Supplemental Data | |
| | Income From Investment Operations: | | | | Ratio to Average Net Assets of: | | | |
| Net Asset Value, Beginning of Period | Net Investment Income (Loss)(1) | Net Realized and Unrealized Gain (Loss) | Total From Investment Operations | Distributions From Net Realized Gains | Net Asset Value, End of Period | Total Return(2) | Operating Expenses(7) | Net Investment Income (Loss) | Portfolio Turnover Rate | Net Assets, End of Period (in thousands) |
C Class | |
2011 | $15.15 | (0.25) | 0.95 | 0.70 | — | $15.85 | 4.62% | 2.00% | (1.44)% | 90% | $86 | |
2010(4) | $13.73 | (0.14) | 1.56 | 1.42 | — | $15.15 | 10.34% | 2.01%(5) | (1.51)%(5) | 132%(6) | $30 | |
R Class | |
2011 | $14.84 | (0.16) | 0.92 | 0.76 | — | $15.60 | 5.19% | 1.50% | (0.94)% | 90% | $19,700 | |
2010 | $11.87 | (0.13) | 3.10 | 2.97 | — | $14.84 | 25.02% | 1.51% | (0.95)% | 132% | $26,686 | |
2009 | $12.22 | (0.12) | (0.23) | (0.35) | — | $11.87 | (2.86)% | 1.50% | (0.98)% | 183% | $22,618 | |
2008 | $23.98 | (0.18) | (9.49) | (9.67) | (2.09) | $12.22 | (43.87)% | 1.50% | (1.06)% | 167% | $11,423 | |
2007 | $16.25 | (0.21) | 8.07 | 7.86 | (0.13) | $23.98 | 48.71% | 1.50% | (1.10)% | 121% | $2,398 | |
Notes to Financial Highlights
(1) | Computed using average shares outstanding throughout the period. |
(2) | Total returns are calculated based on the net asset value of the last business day and do not reflect applicable sales charges, if any. Total returns for periods less than one year are not annualized. |
(3) | Prior to March 1, 2010, the A Class was referred to as the Advisor Class. |
(4) | March 1, 2010 (commencement of sale) through October 31, 2010. |
(6) | Portfolio turnover is calculated at the fund level. Percentage indicated was calculated for the year ended October 31, 2010. |
(7) | Ratio of operating expenses to average net assets does not include any fees and expenses of the acquired funds. |
See Notes to Financial Statements.
Report of Independent Registered Public Accounting Firm |
The Board of Directors and Shareholders,
American Century Mutual Funds, Inc.:
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Vista Fund, one of the funds constituting American Century Mutual Funds, Inc. (the “Corporation”), as of October 31, 2011, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Corporation’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Corporation is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Corporation’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2011, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Vista Fund of American Century Mutual Funds, Inc., as of October 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Deloitte & Touche LLP
Kansas City, Missouri
December 20, 2011
The Board of Directors
The individuals listed below serve as directors of the funds. Each director will continue to serve in this capacity until death, retirement, resignation or removal from office. The mandatory retirement age for directors who are not “interested persons,” as that term is defined in the Investment Company Act (independent directors), is 72. However, the mandatory retirement age for an individual director may be extended with the approval of the remaining independent directors.
Mr. Thomas is the only director who is an “interested person” because he currently serves as President and Chief Executive Officer of American Century Companies, Inc. (ACC), the parent company of American Century Investment Management, Inc. (ACIM or the advisor).
The other directors (more than three-fourths of the total number) are independent; that is, they have never been employees, directors or officers of, and have no financial interest in, ACC or any of its wholly owned, direct or indirect, subsidiaries, including ACIM, American Century Investment Services, Inc. (ACIS) and American Century Services, LLC (ACS). The directors serve in this capacity for seven (in the case of Mr. Thomas, 15) registered investment companies in the American Century Investments family of funds.
The following presents additional information about the directors. The mailing address for each director is 4500 Main Street, Kansas City, Missouri 64111.
| | | | | |
Name (Year of Birth) | Position(s) Held with Funds | Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of American Century Portfolios Overseen by Director | Other Directorships Held During Past 5 Years |
Independent Directors |
Thomas A. Brown (1940) | Director | Since 1980 | Managing Member, Associated Investments, LLC (real estate investment company); Brown Cascade Properties, LLC (real estate investment company) (2001 to 2009) | 65 | None |
Andrea C. Hall (1945) | Director | Since 1997 | Retired as advisor to the President, Midwest Research Institute (not-for-profit research organization) (June 2006) | 65 | None |
Jan M. Lewis (1957) | Director | Since 2011 | President and Chief Executive Officer, Catholic Charities of Northeast Kansas (human services organization) (2006 to present); President, BUCON, Inc. (full-service design-build construction company) (2004 to 2006) | 65 | None |
James A. Olson (1942) | Director | Since 2007 | Member, Plaza Belmont LLC (private equity fund manager); Chief Financial Officer, Plaza Belmont LLC (September 1999 to September 2006) | 65 | Saia, Inc. and Entertainment Properties Trust |
| | | | | |
Name (Year of Birth) | Position(s) Held with Funds | Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of American Century Portfolios Overseen by Director | Other Directorships Held During Past 5 Years |
Donald H. Pratt (1937) | Director and Chairman of the Board | Since 1995 (Chairman since 2005) | Chairman and Chief Executive Officer, Western Investments, Inc. (real estate company) | 65 | None |
M. Jeannine Strandjord (1945) | Director | Since 1994 | Retired | 65 | DST Systems Inc., Euronet Worldwide Inc., and Charming Shoppes, Inc. |
John R. Whitten (1946) | Director | Since 2008 | Project Consultant, Celanese Corp. (industrial chemical company) | 65 | Rudolph Technologies, Inc. |
Stephen E. Yates (1948) | Advisory Director | Since 2011 | Retired; Executive Vice President, Technology & Operations, KeyCorp. (computer services) (2004 to 2010) | 65 | Applied Industrial Technology (2001 to 2010) |
|
Interested Director |
Jonathan S. Thomas (1963) | Director and President | Since 2007 | President and Chief Executive Officer, ACC (March 2007 to present); Chief Administrative Officer, ACC (February 2006 to February 2007); Executive Vice President, ACC (November 2005 to February 2007). Also serves as: Chief Executive Officer and Manager, ACS; Executive Vice President, ACIM; Director, ACC, ACIM and other ACC subsidiaries | 106 | None |
Officers
The following table presents certain information about the executive officers of the funds. Each officer serves as an officer for each of the 15 investment companies in the American Century family of funds, unless otherwise noted. No officer is compensated for his or her service as an officer of the funds. The listed officers are interested persons of the funds and are appointed or re-appointed on an annual basis. The mailing address for each officer listed below is 4500 Main Street, Kansas City, Missouri 64111.
| | | |
Name (Year of Birth) | | Offices with the Funds | Principal Occupation(s) During the Past Five Years |
Jonathan S. Thomas (1963) | | Director and President since 2007 | President and Chief Executive Officer, ACC (March 2007 to present); Chief Administrative Officer, ACC (February 2006 to February 2007); Executive Vice President, ACC (November 2005 to February 2007). Also serves as: Chief Executive Officer and Manager, ACS; Executive Vice President, ACIM; Director, ACC, ACIM and other ACC subsidiaries |
Barry Fink (1955) | | Executive Vice President since 2007 | Chief Operating Officer and Executive Vice President, ACC (September 2007 to present); President, ACS (October 2007 to present); Managing Director, Morgan Stanley (2000 to 2007); Global General Counsel, Morgan Stanley (2000 to 2006). Also serves as: Manager, ACS and Director, ACC and certain ACC subsidiaries |
Maryanne L. Roepke (1956) | | Chief Compliance Officer since 2006 and Senior Vice President since 2000 | Chief Compliance Officer, American Century funds, ACIM and ACS (August 2006 to present); Assistant Treasurer, ACC (January 1995 to August 2006); and Treasurer and Chief Financial Officer, various American Century funds (July 2000 to August 2006). Also serves as: Senior Vice President, ACS |
Charles A. Etherington (1957) | | General Counsel since 2007 and Senior Vice President since 2006 | Attorney, ACC (February 1994 to present); Vice President, ACC (November 2005 to present), General Counsel, ACC (March 2007 to present); Also serves as General Counsel, ACIM, ACS, ACIS and other ACC subsidiaries; and Senior Vice President, ACIM and ACS |
Robert J. Leach (1966) | | Vice President, Treasurer and Chief Financial Officer since 2006 | Vice President, ACS (February 2000 to present); and Controller, various American Century funds (1997 to September 2006) |
David H. Reinmiller (1963) | | Vice President since 2000 | Attorney, ACC (January 1994 to present); Associate General Counsel, ACC (January 2001 to present). Also serves as Vice President, ACIM and ACS |
Ward D. Stauffer (1960) | | Secretary since 2005 | Attorney, ACC (June 2003 to present) |
The Statement of Additional Information has additional information about the fund’s directors and is available without charge, upon request, by calling 1-800-345-2021.
Approval of Management Agreement |
At a meeting held on June 9, 2011, the Fund’s Board of Directors unanimously approved the renewal of the management agreement pursuant to which American Century Investment Management, Inc. (the “Advisor”) acts as the investment advisor for the Fund. Under Section 15(c) of the Investment Company Act, contracts for investment advisory services are required to be reviewed, evaluated, and approved by a majority of a fund’s independent directors (the “Directors”) each year.
As a part of the approval process, the Board requested and reviewed extensive data and information compiled by the Advisor and certain independent providers of evaluation data concerning the Fund and the services provided to the Fund by the Advisor. This review was in addition to the oversight and evaluation undertaken by the Board and its committees on a continuous basis throughout the year and included, but was not limited to the following:
• | the nature, extent, and quality of investment management, shareholder services, and other services provided by the Advisor to the Fund; |
| the wide range of other programs and services the Advisor provides to the Fund and its shareholders on a routine and non-routine basis; |
| the investment performance of the fund, including data comparing the Fund’s performance to appropriate benchmarks and/or a peer group of other mutual funds with similar investment objectives and strategies; |
| data comparing the cost of owning the Fund to the cost of owning similar funds; |
| the Advisor’s compliance policies, procedures, and regulatory experience; |
| financial data showing the cost of services provided to the Fund, the profitability of the Fund to the Advisor, and the overall profitability of the Advisor; |
| data comparing services provided and charges to other investment management clients of the Advisor; and |
| consideration of collateral benefits derived by the Advisor from the management of the Fund and any potential economies of scale relating thereto. |
In keeping with its practice, the Board held two in-person meetings and one telephonic meeting to review and discuss the information provided. The Directors also had the benefit of the advice of independent counsel throughout the period.
Factors Considered
The Directors considered all of the information provided by the Advisor, the independent data providers, and independent counsel, and evaluated such information for the Fund. In connection with their review, the Directors did not identify any single factor as being all-important or controlling, and each Director may have attributed different levels of importance to different factors. In deciding to renew the management agreement, the Board based its decision on a number of factors, including the following:
Nature, Extent and Quality of Services — Generally. Under the management agreement, the Advisor is responsible for providing or arranging for all services necessary for the operation of the Fund. The Board noted that under the management agreement, the Advisor provides or arranges at its own expense a wide variety of services including:
| constructing and designing the Fund |
| portfolio research and security selection |
| initial capitalization/funding |
| daily valuation of the Fund’s portfolio |
| shareholder servicing and transfer agency, including shareholder confirmations, recordkeeping, and communications |
| regulatory and portfolio compliance |
| marketing and distribution |
The Board noted that many of these services have expanded over time both in terms of quantity and complexity in response to shareholder demands, competition in the industry, changing distribution channels, and the changing regulatory environment.
Investment Management Services. The nature of the investment management services provided to the Fund is quite complex and allows Fund shareholders access to professional money management, instant diversification of their investments within an asset class, the opportunity to easily diversify among asset classes by investing in or exchanging among various American Century Investments funds, and liquidity. In evaluating investment performance, the Board expects the Advisor to manage the Fund in accordance with its investment objectives and approved strategies. Further, the Directors recognize that the Advisor has an obligation to monitor trading activities, and in particular to seek the best execution of fund trades, and to evaluate the use of and payment for research. In providing these services, the Advisor utilizes teams of investment professionals (portfolio managers, analysts, research assistants, and securities traders) who require extensive information technology, research, training, compliance and other systems to conduct their business. The Board, directly and through its Fund Performance Review Committee, regularly reviews investment performance information for the Fund, together with comparative information for appropriate benchmarks and/or peer groups of similarly-managed funds, over different
time horizons. The Directors also review detailed performance information during the management agreement approval process. If performance concerns are identified, the Fund receives special reviews until performance improves, during which the Board discusses with the Advisor the reasons for such results (e.g., market conditions, security selection) and any efforts being undertaken to improve performance. Taking all these factors into consideration, the Board found the investment management services provided by the Advisor to the Fund to meet or exceed industry standards. More detailed information about the Fund’s performance can be found in the Performance and Portfolio Commentary sections of this report.
Shareholder and Other Services. Under the management agreement, the Advisor provides the Fund with a comprehensive package of transfer agency, shareholder, and other services. The Board, directly and through various committees of the Board, regularly reviews reports and evaluations of such services at its regular meetings. These reports include, but are not limited to, information regarding the operational efficiency and accuracy of the shareholder and transfer agency services provided, staffing levels, shareholder satisfaction (as measured by external as well as internal sources), technology support, new products and services offered to Fund shareholders, securities trading activities, portfolio valuation services, auditing services, and legal and operational compliance activities. Certain aspects of shareholder and transfer agency service level efficiency and the quality of securities trading activities are measured by independent third party providers and are presented in comparison to other fund groups not managed by the Advisor. The Board found the services provided by the Advisor to the Fund under the management agreement to be competitive and of high quality.
Costs of Services and Profitability. The Advisor provides detailed information concerning its cost of providing various services to the Fund, its profitability in managing the Fund, its overall profitability, and its financial condition. The Directors have reviewed with the Advisor the methodology used to prepare this financial information. The financial information regarding the Advisor is considered in evaluating the Advisor’s financial condition, ability to continue to provide services under the management agreement, and the reasonableness of the current management fee. The Board concluded that the Advisor’s profits were reasonable in light of the services provided to the Fund.
Ethics. The Board generally considers the Advisor’s commitment to providing quality services to shareholders and to conducting its business ethically. They noted that the Advisor’s practices generally meet or exceed industry best practices.
Economies of Scale. The Board also reviewed information provided by the Advisor regarding the possible existence of economies of scale in connection with the management of the Fund. The Board concluded that economies of scale are difficult to measure and predict with precision, especially on a fund-by-fund basis. The Board concluded that the Advisor is appropriately sharing economies of scale through its competitive fee structure, offering competitive fees from fund inception, and through reinvestment in its business to provide shareholders additional content and services.
Comparison to Other Funds’ Fees. The management agreement provides that the Fund pay the Advisor a single, all-inclusive (or unified) management fee for providing all services necessary for the management and operation of the Fund, other than brokerage expenses, taxes, interest, extraordinary expenses, and the fees and expenses of the Fund’s independent directors (including their independent legal counsel) and expenses incurred in connection with the provision of shareholder services and distribution services under a plan adopted pursuant to Rule 12b-1 under the 1940 Act. Under the unified fee structure, the Advisor is responsible for providing all investment advisory, custody, audit, administrative, compliance, recordkeeping, marketing and shareholder services, or arranging and supervising third parties to provide such services. By contrast, most other funds are charged a variety of fees, including an investment advisory fee, a transfer agency fee, an administrative fee, distribution charges and other expenses. Other than their investment advisory fees and any applicable Rule 12b-1 distribution fees, all other components of the total fees charged by these other funds may be increased without shareholder approval. The Board believes the unified fee structure is a benefit to Fund shareholders because it clearly discloses to shareholders the cost of owning Fund shares, and, since the unified fee cannot be increased without a vote of Fund shareholders, it shifts to the Advisor the risk of increased costs of operating the Fund and provides a direct incentive to minimize administrative inefficiencies. Part of the Board’s analysis of fee levels involves reviewing certain evaluative data compiled by an independent provider and comparing the Fund’s unified fee to the total expense ratio of other funds in the Fund’s peer group. The Board concluded that the management fee paid by the Fund to the Advisor under the management agreement is reasonable in light of the services provided to the Fund.
Comparison to Fees and Services Provided to Other Clients of the Advisor. The Board also requested and received information from the Advisor concerning the nature of the services, fees, costs and profitability of its advisory services to advisory clients other than the Fund. They observed that these varying types of client accounts require different services and involve different regulatory and entrepreneurial risks than the management of the Fund. The Board analyzed this information and concluded that the fees charged and services provided to the Fund were reasonable by comparison.
Collateral or “Fall-Out” Benefits Derived by the Advisor. The Board considered the existence of collateral benefits the Advisor may receive as a result of its relationship with the Fund. They concluded that the Advisor’s primary business is managing mutual funds and it generally does not use fund or shareholder information to generate profits in other lines of business, and therefore does not derive any significant collateral benefits from them. The Board noted that the Advisor receives proprietary research from broker-dealers that execute fund portfolio transactions and concluded that this research is likely to benefit Fund shareholders. The Board also determined that the Advisor is able to provide investment management services to certain clients other than the Fund, at least in part, due to its existing infrastructure built to serve the fund complex. The Board concluded, however, that the assets of those other clients are not material to the analysis and, where applicable, may be included with the assets of the Fund to determine breakpoints in the management fee schedule.
Existing Relationship. The Board also considered whether there was any reason for not continuing the existing arrangement with the Advisor. In this regard, the Board was mindful of the potential disruptions of the Fund’s operations and various risks, uncertainties, and other effects that could occur as a result of a decision not to continue such relationship. In particular, the Board recognized that most shareholders have invested in the Fund on the strength of the Advisor’s industry standing and reputation and in the expectation that the Advisor will have a continuing role in providing advisory services to the Fund.
Conclusion of the Directors. As a result of this process, the Board, including all of the independent directors, taking into account all of the factors discussed above and the information provided by the Advisor and others, concluded that the management agreement between the Fund and the Advisor is fair and reasonable in light of the services provided and should be renewed.
Retirement Account Information
As required by law, distributions you receive from certain IRAs, or 403(b), 457 and qualified plans are subject to federal income tax withholding, unless you elect not to have withholding apply. Tax will be withheld on the total amount withdrawn even though you may be receiving amounts that are not subject to withholding, such as nondeductible contributions. In such case, excess amounts of withholding could occur. You may adjust your withholding election so that a greater or lesser amount will be withheld.
If you don’t want us to withhold on this amount, you must notify us to not withhold the federal income tax. You may notify us in writing or in certain situations by telephone or through other electronic means. You have the right to revoke your withholding election at any time and any election you make may remain in effect until revoked by filing a new election.
Remember, even if you elect not to have income tax withheld, you are liable for paying income tax on the taxable portion of your withdrawal. If you elect not to have income tax withheld or you don’t have enough income tax withheld, you may be responsible for payment of estimated tax. You may incur penalties under the estimated tax rules if your withholding and estimated tax payments are not sufficient. You can reduce or defer the income tax on a distribution by directly or indirectly rolling such distribution over to another IRA or eligible plan. You should consult your tax advisor for additional information.
State tax will be withheld if, at the time of your distribution, your address is within one of the mandatory withholding states and you have federal income tax withheld. State taxes will be withheld from your distribution in accordance with the respective state rules.
Proxy Voting Guidelines
American Century Investment Management, Inc., the fund’s investment advisor, is responsible for exercising the voting rights associated with the securities purchased and/or held by the fund. A description of the policies and procedures the advisor uses in fulfilling this responsibility is available without charge, upon request, by calling 1-800-345-2021. It is also available on American Century Investments’ website at americancentury.com and on the Securities and Exchange Commission’s website at sec.gov. Information regarding how the investment advisor voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the “About Us” page at americancentury.com. It is also available at sec.gov.
Quarterly Portfolio Disclosure
The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. The fund’s Forms N-Q are available on the SEC’s website at sec.gov, and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The fund also makes its complete schedule of portfolio holdings for the most recent quarter of its fiscal year available on its website at americancentury.com and, upon request, by calling 1-800-345-2021.
Contact Us | americancentury.com |
Automated Information Line | 1-800-345-8765 |
Investor Services Representative | 1-800-345-2021 or 816-531-5575 |
Investors Using Advisors | 1-800-378-9878 |
Business, Not-For-Profit, Employer-Sponsored Retirement Plans | 1-800-345-3533 |
Banks and Trust Companies, Broker-Dealers, Financial Professionals, Insurance Companies | 1-800-345-6488 |
Telecommunications Device for the Deaf | 1-800-634-4113 |
American Century Mutual Funds, Inc.
Investment Advisor:
American Century Investment Management, Inc.
Kansas City, Missouri
This report and the statements it contains are submitted for the general information of our shareholders. The report is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.
©2011 American Century Proprietary Holdings, Inc. All rights reserved.
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