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Janus Investment Fund – ‘N-14/A’ on 2/5/15

On:  Thursday, 2/5/15, at 9:17pm ET   ·   As of:  2/6/15   ·   Accession #:  1571049-15-835   ·   File #:  333-200782

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/06/15  Janus Investment Fund             N-14/A                 5:15M                                    Toppan Vite NY Inc./FAINTECH U.S. Managed Volatility Fund II Class A (JDRAX) — Class C (JCGCX) — Class I (JRMGX) — Class N (JGRNX) — Class S (JCGIX) — Class T (JDRTX)Janus Henderson Adaptive Risk Managed U.S. Equity Fund Class A (JRSAX) — Class C (JRSCX) — Class I (JRSIX) — Class N (JRSNX) — Class S (JRSSX) — Class T (JRSTX)

Pre-Effective Amendment to Registration Statement of an Open-End Investment Company (Business Combination)   —   Form N-14
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: N-14/A      Amendment No.1 to Form N-14                         HTML   7.52M 
 2: EX-99.11(A)  Exhibit 11(A)                                      HTML      7K 
 3: EX-99.12(A)  Exhibit 12(A)                                      HTML     25K 
 4: EX-99.14(A)  Exhibit 14(A)                                      HTML      6K 
 5: EX-99.16(A)  Exhibit 16(A)                                      HTML     21K 


N-14/A   —   Amendment No.1 to Form N-14
Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
"Q&A / Synopsis
"Summary of the Funds
"Investment Objectives
"Comparison of Fees and Expenses
"Portfolio Turnover
"Comparison of Principal Investment Strategies
"Principal Investment Risks
"Comparison of Fund Performance
"Management of the Funds
"Purchase and Sale of Fund Shares
"Tax Information
"Payments to Broker-Dealers and Other Financial Intermediaries
"The Merger
"The Plan
"Reasons for the Merger
"Federal Income Tax Consequences
"Securities to Be Issued, Key Differences in Shareholder Rights
"Capitalization
"Additional Information About the Funds
"Additional Investment Strategies and General Portfolio Policies
"Fundamental Investment Restrictions
"Risks of the Funds
"Other Comparative Information about the Funds
"Investment Adviser
"Management Expenses
"Subadviser
"Investment Personnel
"Pricing of Fund Shares
"Purchase of Fund Shares
"Redemption of Fund Shares
"Dividends and Distributions
"Frequent Purchases and Redemptions
"Tax Consequences
"Distribution Arrangements
"Liquidation/Merger of a Fund
"Trustees and Officers
"Independent Registered Public Accounting Firm
"Additional Information
"Share Ownership
"Appendix A -- Form of Agreement and Plan of Reorganization
"A-1
"Appendix B -- Investment Policies and Restrictions
"B-1
"Appendix C -- Additional Information about INTECH U.S. Managed Volatility Fund
"C-1
"Appendix D -- Glossary of Investment Terms
"D-1
"Fund summary
"INTECH Global Dividend Fund
"INTECH International Fund
"INTECH U.S. Growth Fund
"INTECH U.S. Value Fund
"Fees and expenses
"Other information
"Distributions and taxes
"Shareholder's guide
"Choosing a share class
"Distribution, servicing, and administrative fees
"Payments to financial intermediaries by Janus Capital or its affiliates
"Purchases
"Exchanges
"Redemptions
"Excessive trading
"Shareholder communications
"Financial highlights
"Classification, Investment Policies and Restrictions, and Investment Strategies and Risks
"Investment Adviser and Subadvisers
"Custodian, Transfer Agent, and Certain Affiliations
"Portfolio Transactions and Brokerage
"Shares of the Trust
"Net Asset Value Determination
"Distribution and Shareholder Servicing Plans
"Income Dividends, Capital Gains Distributions, and Tax Status
"Principal Shareholders
"Miscellaneous Information
"Shareholder Meetings
"Voting Rights
"Master/Feeder Option
"Registration Statement
"Financial Statements
"Appendix A
"Explanation of Rating Categories
"Management Commentaries and Schedules of Investments
"INTECH U.S. Core Fund
"Notes to Schedules of Investments and Other Information
"Statements of Assets and Liabilities
"Statements of Operations
"Statements of Changes in Net Assets
"Notes to Financial Statements
"Report of Independent Registered Public Accounting Firm
"Useful Information About Your Fund Report
"Designation Requirements

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  t1402444_n14a - block - 8.1368136s  
As filed with the Securities and Exchange Commission
on February 6, 2015
REGISTRATION NO. 333-200782
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-14
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
☑   Pre-Effective Amendment No. 1       Post-Effective Amendment No. _____
(Check appropriate box or boxes)
JANUS INVESTMENT FUND
(Exact Name of Registrant as Specified in Charter)
151 Detroit Street
Denver, Colorado 80206-4805
(Address of Principal Executive Offices)
303-333-3863
(Registrant’s Area Code and Telephone Number)
Stephanie Grauerholz, Esq.
151 Detroit Street
Denver, Colorado 80206-4805
(Name and Address of Agent for Service)
APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING: As soon as practicable after this Registration Statement becomes effective under the Securities Act of 1933.
The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until this Registration Statement shall become effective on such date as the Commission, acting pursuant to Section 8(a), may determine.
No filing fee is required because an indefinite number of shares of beneficial interest with $0.01 par value, of the Registrant have previously been registered pursuant to Section 24(f) of the Investment Company Act of 1940, as amended.

For shareholders of
INTECH U.S. Managed Volatility Fund II
[MISSING IMAGE: lg_janus-lr.jpg]
 ​
Dear Shareholder:
We are writing to inform you, as a shareholder of INTECH U.S. Managed Volatility Fund II (formerly named INTECH U.S. Growth Fund), that the Trustees of your Fund have approved Janus’ and INTECH’s proposal to merge the Fund into INTECH U.S. Managed Volatility Fund (formerly named INTECH U.S. Value Fund), effective on or about April 24, 2015. As described in the enclosed Prospectus/Information Statement, each Fund recently transitioned to INTECH’s managed volatility investment strategy and the merger is designed to streamline the Janus mutual funds platform by consolidating similar funds. Effective December 17, 2014, each Fund’s name, principal investment strategies, and benchmark index were changed to reflect a managed volatility investment strategy that seeks to provide returns in excess of the Fund’s benchmark index and to reduce or “manage” portfolio volatility to a level less than such benchmark index. As a result of these changes, the Funds now have identical investment strategies and risks, and the same benchmark index, and each Fund continues to have an investment objective of long-term growth of capital. The merger will provide you with the opportunity to invest in a larger fund that has the potential for lower expense ratios because of its increased size. The Trustees of your Fund have unanimously approved the merger.
The merger does not require shareholder approval, and you are not being asked to vote. As of the merger closing date, you will automatically receive the same class of shares of INTECH U.S. Managed Volatility Fund as you currently hold in INTECH U.S. Managed Volatility Fund II. You do not need to take any action related to the merger as your shares will be transferred automatically on the merger date. The merger is expected to qualify as a tax-free reorganization for federal income tax purposes, so you should not realize a tax gain or loss as a direct result of the merger, nor will you pay expenses associated with the merger.
Enclosed you will find a Prospectus/Information Statement with additional details describing the merger. If you have additional questions, please contact your financial advisor/intermediary for assistance, or call a Janus representative at 1-800-525-0020.
We value the trust and confidence you have placed with us and look forward to continuing our relationship with you.
Sincerely,
/s/ Bruce L. Koepfgen
Bruce L. Koepfgen
Chief Executive Officer and President
Janus Investment Fund

PROSPECTUS/INFORMATION STATEMENT
Relating to the acquisition of the assets of
INTECH U.S. Managed Volatility Fund II
(formerly named INTECH U.S. Growth Fund)
by and in exchange for shares of beneficial interest of
INTECH U.S. Managed Volatility Fund
(formerly named INTECH U.S. Value Fund)
each, a series of Janus Investment Fund
151 Detroit Street
Denver, Colorado 80206-4805
1-800-525-0020
INTRODUCTION
This Prospectus/Information Statement is being furnished to shareholders of INTECH U.S. Managed Volatility Fund II (formerly named INTECH U.S. Growth Fund) in connection with an Agreement and Plan of Reorganization (the “Plan”), pursuant to which INTECH U.S. Managed Volatility Fund II (“your Fund” or the “Acquired Fund”) will merge into INTECH U.S. Managed Volatility Fund (together with your Fund, the “Funds” and each, a “Fund”). Under the Plan, you will receive shares of INTECH U.S. Managed Volatility Fund approximately equal in value to your holdings in the Acquired Fund as of the closing date of the reorganization, referred to herein as the “Merger.” After the Merger is complete, your Fund will be liquidated. The Merger is expected to be completed on or about April 24, 2015 (the “Closing Date”).
The Merger is designed to streamline the Janus mutual funds platform by consolidating similar funds. Recently, beginning on December 17, 2014, the Funds’ names, principal investment strategies, and benchmark indices were changed to reflect a new managed volatility investment strategy, which seeks to provide returns in excess of the Funds’ benchmark index and to reduce or “manage” portfolio volatility to a level less than such benchmark index. As a result of these changes, the Funds now have identical investment strategies and risks, and the same benchmark index. The Funds also have the same management fee structure and investment personnel, and same investment objective of long-term growth of capital, none of which will change as a result of the Merger.
After careful consideration, the Board of Trustees of the Janus Funds determined that the Merger is in the best interests of your Fund and of INTECH U.S. Managed Volatility Fund. The Board considered many factors in making this determination, which are summarized below in the Q&A section and discussed in detail in this Prospectus/Information Statement. Among the factors considered, the Board noted that the Merger will permit you to continue to invest in a fund that pursues an identical investment objective and investment strategies as your Fund and to do so in the context of a larger fund with expense ratios that are expected to be the same as, or lower than, both your Fund and INTECH U.S. Managed Volatility Fund prior to the Merger. In addition, the Board considered that Janus Capital Management LLC (“Janus Capital” or “Janus”) is paying all costs of the Merger, that the Merger is expected to be a tax-free reorganization for federal income tax purposes, and the belief of Janus Capital that a combined fund will have the potential for better growth prospects.
Shares of the Funds have not been approved or disapproved by the Securities and Exchange Commission nor has the Securities and Exchange Commission passed upon the adequacy of this Prospectus/Information Statement. Any representation to the contrary is a criminal offense.
Your Fund and INTECH U.S. Managed Volatility Fund are each a series of Janus Investment Fund (the “Trust”), an open-end, registered management investment company organized as a Massachusetts business trust. INTECH Investment Management LLC (“INTECH”) is responsible for the day-to-day management of each Fund’s investment portfolio subject to the general oversight of Janus Capital. Janus Capital provides certain administration and other services and is responsible for other business affairs of each Fund. After the Merger, Janus Capital will remain the investment adviser of INTECH U.S. Managed Volatility Fund, INTECH will remain the subadviser of INTECH U.S. Managed Volatility Fund, and the Fund’s investment personnel will continue as the investment personnel of INTECH U.S. Managed Volatility Fund. As one of the larger mutual fund sponsors in the United States, Janus sponsored 59 mutual funds and had approximately $107.4 billion in mutual fund assets under management as of December 31, 2014. INTECH sponsored 7 mutual funds and had approximately $1.6 billion in mutual fund assets under management as of December 31, 2014. The Merger is expected to offer shareholders the potential for increased operational efficiencies while giving them continued access to Janus’ and INTECH’s experience and resources in managing mutual funds.

This Prospectus/Information Statement, which you should read carefully and retain for future reference, sets forth the information that you should know about your Fund, INTECH U.S. Managed Volatility Fund, and the Merger. This Prospectus/​Information Statement is being mailed to you on or about February 13, 2015.
Incorporation by Reference
For more information about the investment objectives, strategies, restrictions and risks of the Funds, see:

INTECH U.S. Managed Volatility Fund’s Prospectus for Class A Shares, Class C Shares, Class S Shares, Class I Shares, Class N Shares, and Class T Shares, filed in Post-Effective Amendment No. 208 to Janus Investment Fund’s registration statement on Form N-1A (File Nos. 811-01879 and 002-34393) (Accession No. 0000950123-14-010561), dated October 28, 2014, as supplemented;

your Fund’s Prospectus for Class A Shares, Class C Shares, Class S Shares, Class I Shares, Class N Shares, and Class T Shares filed in Post-Effective Amendment No. 208 to Janus Investment Fund’s registration statement on Form N-1A (File Nos. 811-01879 and 002-34393) (Accession No. 0000950123-14-010561), dated October 28, 2014, as supplemented;

INTECH U.S. Managed Volatility Fund’s Statement of Additional Information, filed in Post-Effective Amendment No. 208 to Janus Investment Fund’s registration statement on Form N-1A (File Nos. 811-01879 and 002-34393) (Accession No. 0000950123-14-010561), dated October 28, 2014;

your Fund’s Statement of Additional Information, filed in Post-Effective Amendment No. 208 to Janus Investment Fund’s registration statement on Form N-1A (File Nos. 811-01879 and 002-34393) (Accession No. 0000950123-14-010561), dated October 28, 2014;

INTECH U.S. Managed Volatility Fund’s Annual Report, filed on Form N-CSR (File No. 811-01879), for the fiscal year ended June 30, 2014 (Accession No. 0000950123-14-009518); and

your Fund’s Annual Report, filed on Form N-CSR (File No. 811-01879), for the fiscal year ended June 30, 2014 (Accession No. 0000950123-14-009518).
These documents have been filed with the U.S. Securities and Exchange Commission (“SEC”) and are incorporated by reference herein as appropriate. Your Fund’s Prospectus and its Annual Report and most recent Semiannual Report have previously been provided to third-party intermediaries for delivery to you.
The Funds provide annual and semiannual reports to their shareholders that highlight relevant information, including investment results and a review of portfolio changes. Additional copies of each Fund’s most recent annual and semiannual report are available, without charge, by contacting your plan sponsor, broker-dealer, or financial intermediary, or by contacting a Janus representative at 1-877-335-2687. The reports are also available, without charge, at janus.com/info, or by sending a written request to the Secretary of the Trust at 151 Detroit Street, Denver, Colorado 80206-4805.
A Statement of Additional Information dated February 6, 2015 relating to the Merger has been filed with the SEC and is incorporated by reference into this Prospectus/Information Statement. You can obtain a free copy of that document by contacting your plan sponsor, broker-dealer, or financial intermediary or by contacting a Janus representative at 1-800-525-0020.
The shares of the Funds are not deposits or obligations of, or guaranteed or endorsed by, any financial institution or the U.S. Government, are not insured by the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency, and involve risk, including the possible loss of the principal amount invested.
Each Fund is subject to the informational requirements of the Securities Exchange Act of 1934, as amended and the Investment Company Act of 1940, as amended (the “1940 Act”), and, in accordance therewith, files reports, proxy materials, and other information with the SEC. These reports and other information can be inspected and copied at the public reference facility maintained by the SEC at 100 F Street, NE, Washington, DC 20549 and the following regional offices of the SEC: Northeast Regional Office, 3 World Financial Center, Suite 400, New York, New York 10281; Midwest Regional Office, 175 West Jackson Boulevard, Suite 900, Chicago, Illinois 60604. Reports and other information about the Funds are available on the Electronic Data Gathering Analysis and Retrieval (EDGAR) Database on the SEC’s website at http://www.sec.gov. Copies of such material can also be obtained from the Public Reference Branch, Office of Consumer Affairs and Information Services, SEC, 100 F Street, NE, Washington, DC 20549 at prescribed rates.

This Prospectus/Information Statement is for informational purposes only. You do not need to take any action in response to this Prospectus/Information Statement. We are not asking you for a proxy or written consent, and you are requested not to send us a proxy or written consent.
The following chart outlines the impacted share classes and their respective ticker symbols:
Fund/Class
Ticker​
INTECH U.S. Managed Volatility Fund
Class A Shares
JRSAX​
Class C Shares
JRSCX​
Class I Shares
JRSIX​
Class N Shares
JRSNX​
Class S Shares
JRSSX​
Class T Shares
JRSTX​
Your Fund
Class A Shares
JDRAX​
Class C Shares
JCGCX​
Class I Shares
JRMGX​
Class N Shares
JGRNX​
Class S Shares
JCGIX​
Class T Shares
JDRTX​

PROSPECTUS/INFORMATION STATEMENT
1
4
4
4
9
9
10
10
16
16
16
16
16
16
17
18
19
20
20
20
22
22
25
25
25
26
26
27
27
27
27
27
27
27
27
28
28
28
28
i

APPENDICES
A-1
B-1
C-1
D-1
ii

Q&A / SYNOPSIS
This Prospectus/Information Statement provides a brief overview of the key features and other matters typically of concern to shareholders affected by a merger between mutual funds. These responses are qualified in their entirety by the remainder of this Prospectus/Information Statement, which you should read carefully. It contains additional information and further details regarding the Merger. The description of the Merger is qualified by reference to the full text of the Plan, a form of which is attached as Appendix A.
Q.
What is happening?
A.
The Merger is part of a restructuring that is designed to streamline the Janus mutual funds platform. On September 17, 2014, the Board of Trustees of the Trust (the “Board of Trustees,” the “Board,” or the “Trustees”) approved changes to the investment strategies, names, and benchmark indices of the Funds to reflect a new managed volatility investment strategy. The managed volatility strategy seeks to reduce or “manage” portfolio volatility to a level less than each Fund’s benchmark index. Specifically, the managed volatility strategy seeks, over time, returns above each Fund’s benchmark index, with absolute volatility lower than the benchmark index, as described below. In approving these changes, the Board concluded, among other things, that moving to a managed volatility strategy could assist the Funds in growing in size over time and could benefit shareholders. As a result of these changes, which became effective on December 17, 2014, the Funds have identical investment strategies and risks, and the same benchmark index.
At a meeting held on November 5, 2014, the Board approved the Plan, which authorizes the Merger of your Fund with and into INTECH U.S. Managed Volatility Fund, with INTECH U.S. Managed Volatility Fund being the surviving entity. The Merger is part of an effort to streamline the number of funds on the Janus mutual funds platform. Your Fund and INTECH U.S. Managed Volatility Fund are each a series of the Trust and are managed by INTECH subject to the general oversight of Janus Capital. The Board of Trustees concluded that the Merger is in the best interest of both Funds, and that the interests of shareholders of the Funds will not be diluted as a result of the Merger. You are receiving this Prospectus/Information Statement because you are a shareholder of the Acquired Fund and will be impacted by the Merger. This Prospectus/​Information Statement is being provided to you for informational purposes only, and you need not take any action with regard to the Merger.
Q.
What did the Board consider in approving the Merger?
A.
In approving the Merger, the Board considered a number of factors, including the following:

The Merger will permit you to continue to invest in a fund that pursues an identical investment objective and investment strategies as your Fund and to do so in the context of a larger fund with expense ratios that are expected to be lower than or the same as both your Fund and INTECH U.S. Managed Volatility Fund prior to the Merger.

The investment personnel that currently manage your Fund and INTECH U.S. Managed Volatility Fund will continue to manage INTECH U.S. Managed Volatility Fund after the Merger.

Comparative performance of the Funds over various time periods.

The Merger is expected to be a tax-free reorganization for federal income tax purposes.

The structure of the Merger.

The impact of the Merger on each Fund’s tax-loss carryforward positions.

Janus Capital is paying all costs associated with the Merger.

Janus Capital will benefit from greater operational efficiencies by overseeing a single Fund versus two separate Funds with identical investment strategies, policies, and risks.

The Merger is designed to streamline the number of INTECH subadvised Funds within the Trust, encourage a more focused marketing and distribution effort for the combined fund, reduce investor confusion, and generally make INTECH U.S. Managed Volatility Fund a more attractive vehicle to the investing public, which Janus Capital believes could provide the potential for better growth prospects as compared to the two Funds operating separately.
Q.
What is happening in the Merger?
A.
All or substantially all of the assets of your Fund will be transferred to INTECH U.S. Managed Volatility Fund solely in exchange for shares of INTECH U.S. Managed Volatility Fund with a value approximately equal to the value of your Fund’s assets net of liabilities, and the assumption by INTECH U.S. Managed Volatility Fund of all liabilities of your Fund. Immediately following the transfer, the shares of INTECH U.S. Managed Volatility Fund received by your Fund will be distributed pro rata to you as a shareholder of record as of the Closing Date (on or about April 24, 2015). After the Merger is completed, your Fund will be liquidated. The Merger is conditioned upon receipt of an opinion of counsel substantially to the
1

effect that the Merger qualifies as a tax-free reorganization for federal income tax purposes, and any other conditions as outlined in the Plan.
Q.
Will I own the same number of shares of INTECH U.S. Managed Volatility Fund as I currently own of the Acquired Fund?
A.
Immediately after the Closing Date, you will own a number of full and fractional shares of INTECH U.S. Managed Volatility Fund approximately equivalent in dollar value to your shares held in the Acquired Fund as of the close of business on the Closing Date. You will receive the same class of shares of INTECH U.S. Managed Volatility Fund as the class of shares of the Acquired Fund you own as of the Merger. However, the number of shares you receive will depend on the relative net asset values of the shares of your Fund and INTECH U.S. Managed Volatility Fund as of the close of trading on the New York Stock Exchange (“NYSE”) on the business day prior to the closing of the Merger. Therefore, although the dollar value of your shares will be approximately the same, the number of shares you own may change.
Q.
How do the Funds’ investment objectives, strategies, and risks compare?
A.
As discussed above, in connection with the Funds’ transition to a new managed volatility strategy beginning on December 17, 2014, the Funds’ principal investment strategies and benchmark indices were changed to reflect this new investment approach. As a result of these changes, the Funds have identical investment strategies and risks, and the same benchmark index. Each Fund seeks long-term growth of capital by investing, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Index, utilizing INTECH’s mathematical investment process, applying a managed volatility approach. The Funds seek to produce returns in excess of the Russell 1000® Index, but with lower absolute volatility. In this context, absolute volatility refers to the variation in the returns of each Fund and the benchmark index as measured by standard deviation. This range is expected to be closer to 0% in less volatile markets and will increase as market conditions become more volatile. Each Fund’s principal risks include market risk, investment process risk, real estate securities risk, portfolio turnover risk, and securities lending risk.
Prior to December 17, 2014, the Funds had different names, principal investment strategies, and benchmark indices. Your Fund’s name was INTECH U.S. Growth Fund and it invested, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Growth Index, utilizing INTECH’s mathematical process, but without applying a managed volatility approach. Similarly, prior to December 17, 2014, INTECH Managed Volatility Fund’s name was INTECH U.S. Value Fund and it invested, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Value Index, utilizing INTECH’s mathematical process, but without applying a managed volatility approach.
Q.
How do the Funds compare in size?
A.
As of December 31, 2014, your Fund’s net assets were approximately $285.0 million, and INTECH U.S. Managed Volatility Fund’s net assets were approximately $84.3 million. The asset size of each Fund fluctuates on a daily basis, and the asset size of INTECH U.S. Managed Volatility Fund after the Merger may be larger or smaller than the combined assets of the Funds as of December 31, 2014. More current total net asset information is available at janus.com/advisor/mutual-funds.
Q.
Will the Merger result in a higher management fee rate for current Acquired Fund shareholders?
A.
No. Each Fund currently has the same management fee structure, which will not change as a result of the Merger. Pro forma fee, expense, and other financial information is included in this Prospectus/Information Statement.
Q.
Will the Merger result in higher Fund expense ratios?
A.
Fund expense ratios are expected to be lower than or the same as those of your Fund after the Merger. The estimated fees and expenses are shown in the pro forma fee, expense, and financial information included later in this Prospectus/Information Statement.
Q.
What are the federal income tax consequences of the Merger?
A.
The Merger is expected to qualify as a tax-free reorganization for federal income tax purposes (under section 368(a) of the Internal Revenue Code of 1986, as amended) and will not take place unless counsel provides an opinion substantially to that effect. Shareholders should not recognize any capital gain or loss as a direct result of the Merger. If you choose to redeem or exchange your shares before or after the Merger, you may realize a taxable gain or loss; therefore, consider consulting a tax adviser before doing so. Prior to the Closing Date, the Acquired Fund may make a distribution to its shareholders, which together with all previous distributions, will have the effect of distributing to shareholders at least all its net investment income
2

and realized net capital gains (after reduction by any available capital loss carryforwards), if any, through the Closing Date of the Merger. This distribution will be taxable to shareholders who are subject to federal income tax and may include gains resulting from the sale of portfolio assets related to the transitioning of your Fund’s portfolio.
Q.
Will the services provided by Janus Capital or INTECH change?
A.
No. INTECH currently manages both your Fund and INTECH U.S. Managed Volatility Fund and will continue as the subadviser, with Janus Capital continuing as the investment adviser and administrator, of INTECH U.S. Managed Volatility Fund following the Merger. The custodian, transfer agent, and distributor are the same for the Funds and will not change as a result of the Merger. You will also have the same purchase and redemption privileges from INTECH U.S. Managed Volatility Fund as you currently enjoy. Please consult your financial intermediary for information on any services provided by them to the Funds.
Q.
Will there be any sales load, commission, or other transactional fee in connection with the Merger?
A.
No. There will be no sales load, commission, or other transactional fee in connection with the Merger. The full and fractional value of shares of your Fund will be exchanged for full and fractional corresponding shares of INTECH U.S. Managed Volatility Fund having approximately equal value, without any sales load, commission or other transactional fee being imposed.
Q.
Can I still add to my existing Acquired Fund account until the Merger?
A.
Yes. You may continue to make additional investments in the Acquired Fund until the Closing Date (anticipated to be on or about April 24, 2015) unless the Board of Trustees determines to limit future investments to ensure a smooth transition of shareholder accounts or for any other reason. Effective at the close of trading on Friday, December 26, 2014, the Acquired Fund closed to new investors.
Q.
Will I need to open an account in INTECH U.S. Managed Volatility Fund prior to the Merger?
A.
No. An account will be set up in your name, and your shares of the Acquired Fund will automatically be converted to corresponding shares of INTECH U.S. Managed Volatility Fund. You will receive confirmation of this transaction following the Merger.
Q.
Will my cost basis for federal income tax purposes change as a result of the Merger?
A.
Your total cost basis for federal income tax purposes is not expected to change as a result of the Merger. However, since the number of shares you hold after the Merger may be different than the number of shares you held prior to the Merger, your cost basis per share may change. Since the Merger will be treated as a tax-free reorganization for federal income tax purposes, you should not recognize any capital gain or loss for federal income tax purposes as a direct result of the Merger.
Q.
Will either Fund pay fees associated with the Merger?
A.
The Funds will not pay any fees associated with the Merger. Janus Capital will bear those fees, which are estimated to be $100,000, plus out-of-pocket expenses.
Q.
When will the Merger take place?
A.
The Merger will occur on or about April 24, 2015. After completion of the Merger, your financial intermediary, plan sponsor, or Janus (if you hold Class I Shares directly with the Fund) is responsible for sending you a confirmation statement reflecting your new Fund account number and number of shares owned.
Q.
What if I want to exchange my shares into another Janus fund prior to the Merger?
A.
You may exchange your shares into another Janus fund before the Closing Date (on or about April 24, 2015) in accordance with your pre-existing exchange privileges by contacting your plan sponsor, broker-dealer, or financial intermediary or by contacting a Janus representative at 1-800-525-0020. If you choose to exchange your shares of the Acquired Fund for another Janus fund, your request will be treated as a normal exchange of shares and will be a taxable transaction unless your shares are held in a tax-deferred account, such as an individual retirement account (“IRA”). Exchanges may be subject to minimum investment requirements. Any applicable contingent deferred sales charges charged to Class A and Class C Shares will be waived for exchanges and redemptions through the date of the Merger.
3

Q.
Why are shareholders not being asked to vote on the Merger?
A.
The Funds’ Amended and Restated Agreement and Declaration of Trust dated March 18, 2003, as amended from time to time (“Trust Instrument”) permits mergers between series of the Trust to occur without seeking a shareholder vote provided that certain conditions are met. The conditions permitting the Merger to occur without seeking a shareholder vote have been met.
SUMMARY OF THE FUNDS
This section provides a summary of each Fund, including but not limited to, comparative information regarding each Fund’s investment objective, primary investment strategies, restrictions, fees, and historical performance. Please note that this is only a brief discussion and is qualified in its entirety by reference to the complete information contained herein. There is no assurance that a Fund will achieve its stated objective.
Investment Objectives
Both Funds seek long-term growth of capital.
Comparison of Fees and Expenses
The types of expenses currently paid by each class of shares of your Fund are the same types of expenses to be paid by the corresponding share classes of INTECH U.S. Managed Volatility Fund. Currently, the Funds have substantially similar investment advisory agreements and each pays the same investment advisory fee rate. The annual investment advisory fee rate payable under the advisory agreements for your Fund and INTECH U.S. Managed Volatility Fund is currently 0.50% of each Fund’s average daily net assets. After the Merger, INTECH U.S. Managed Volatility Fund will continue to pay the annual investment advisory fee rate of 0.50%. Janus Capital, and not the Funds, pays INTECH a subadvisory fee at the annual rate of 50% of the advisory fee rate paid by the Fund to Janus Capital.
Current and Pro Forma Fees and Expenses
The following tables compare the fees and expenses you may bear directly or indirectly as an investor in your Fund versus INTECH U.S. Managed Volatility Fund, and show the projected (“pro forma”) estimated fees and expenses of INTECH U.S. Managed Volatility Fund, calculated assuming the Merger had occurred on June 30, 2014. Fees and expenses shown for your Fund and INTECH U.S. Managed Volatility Fund were determined based on each Fund’s average net assets as of the fiscal year ended June 30, 2014. The pro forma fees and expenses are estimated in good faith by Janus Capital and are hypothetical, and do not reflect any change in expense ratios resulting from a change in assets under management since June 30, 2014 for either Fund. More current total net asset information is available at janus.com/advisor/mutual-funds. It is important for you to know that a decline in a Fund’s average net assets during the current fiscal year and after the Merger, as a result of market volatility or other factors, could cause the Fund’s expense ratio to be higher than the fees and expenses shown, which means you could pay more if you buy or hold shares of the Fund. The Funds will not pay any fees of the Merger.
Annual Fund Operating Expenses
Annual Fund Operating Expenses are paid out of a Fund’s assets and include fees for portfolio management and administrative services, including recordkeeping, accounting or subaccounting, and other shareholder services. You do not pay these fees directly, but as the examples in the table below show, these costs are borne indirectly by all shareholders.
The Annual Fund Operating Expenses shown in the table below represent annualized expenses for your Fund and for INTECH U.S. Managed Volatility Fund, as well as those estimated for your Fund on a pro forma basis, assuming consummation of the Merger, for the fiscal year ended June 30, 2014.
Expense Limitations
Currently, through November 1, 2015, pursuant to a contract between Janus Capital and your Fund, Janus Capital reduces its annual investment advisory fee rate paid by your Fund by the amount by which the total annual fund operating expenses allocated to any class of the Fund exceed 0.83% of average daily net assets for the fiscal year (after reduction of any applicable share class level expenses). For purposes of this waiver, operating expenses do not include the distribution and shareholder servicing (12b-1) fees (applicable to Class A Shares, Class C Shares, and Class S Shares), administrative services fees payable pursuant to the Transfer Agency Agreement (including out-of-pocket expenses), or items not normally considered operating expenses, such as acquired fund fees and expenses, interest, dividends, taxes, brokerage commissions and extraordinary expenses (including, but not limited to, legal claims and liabilities and litigation costs, and any indemnification related thereto). Janus Capital has a similar expense limitation agreement for INTECH U.S. Managed Volatility Fund whereby Janus Capital reduces its annual investment
4

advisory fee rate paid by INTECH U.S. Managed Volatility Fund by the amount by which the total annual fund operating expenses allocated to any class of the Fund exceed 0.79% of average daily net assets for the fiscal year (after reduction of any applicable share class level expenses and excluding the same expenses noted above). During the period shown in the table below, INTECH U.S. Managed Volatility Fund’s total annual fund operating expenses, after reduction of any applicable share class level expenses, did not exceed 0.79% of average daily net assets.
Changes to expenses and asset levels of both your Fund and INTECH U.S. Managed Volatility Fund at the time of the Merger could trigger application of INTECH U.S. Managed Volatility Fund’s 0.79% expense limit, resulting in a possible reduction of other expenses for certain classes and the investment advisory fee rate payable to Janus Capital by INTECH U.S. Managed Volatility Fund.
SHAREHOLDER FEES (fees paid directly from your investment)
   
   
   
Class A Shares
Your Fund
INTECH
U.S. Managed
Volatility Fund
INTECH
U.S. Managed
Volatility Fund
Pro Forma
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)
5.75%
5.75%
5.75%
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)
None
None
None
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)(1)
Management Fees(2)
0.50%
0.50%
0.50%
Distribution/Service (12b-1) Fees(3)
0.25%
0.25%
0.25%
Other Expenses(4)
0.20%
0.28%
0.20%
Acquired Fund Fees and Expenses(5)
0.00%
0.01%
0.00%
Total Annual Fund Operating Expenses
0.95%
1.04%
0.95%
SHAREHOLDER FEES (fees paid directly from your investment)
   
   
   
Class C Shares
Your Fund
INTECH
U.S. Managed
Volatility Fund
INTECH
U.S. Managed
Volatility Fund
Pro Forma
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)
None
None
None
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)
1.00%
1.00%
1.00%
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)(1)
Management Fees(2)
0.50%
0.50%
0.50%
Distribution/Service (12b-1) Fees(3)
1.00%
1.00%
1.00%
Other Expenses(4)
0.09%
0.24%
0.08%
Acquired Fund Fees and Expenses(5)
0.00%
0.01%
0.00%
Total Annual Fund Operating Expenses
1.59%
1.75%
1.58%
5

SHAREHOLDER FEES (fees paid directly from your investment)
   
   
   
Class S Shares
Your Fund
INTECH
U.S. Managed
Volatility Fund
INTECH
U.S. Managed
Volatility Fund
Pro Forma
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)
None
None
None
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)
None
None
None
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)(1)
Management Fees(2)
0.50%
0.50%
0.50%
Distribution/Service (12b-1) Fees(3)
0.25%
0.25%
0.25%
Other Expenses(4)
0.31%
0.48%
0.30%
Acquired Fund Fees and Expenses(5)
0.00%
0.01%
0.00%
Total Annual Fund Operating Expenses
1.06%
1.24%
1.05%
SHAREHOLDER FEES (fees paid directly from your investment)
   
   
   
Class I Shares
Your Fund
INTECH
U.S. Managed
Volatility Fund
INTECH
U.S. Managed
Volatility Fund
Pro Forma
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)
None
None
None
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)
None
None
None
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)(1)
Management Fees(2)
0.50%
0.50%
0.50%
Distribution/Service (12b-1) Fees(3)
None
None
None
Other Expenses(4)
0.11%
0.16%
0.09%
Acquired Fund Fees and Expenses(5)
0.00%
0.01%
0.00%
Total Annual Fund Operating Expenses
0.61%
0.67%
0.59%
SHAREHOLDER FEES (fees paid directly from your investment)
   
   
   
Class N Shares
Your Fund
INTECH
U.S. Managed
Volatility Fund
INTECH
U.S. Managed
Volatility Fund
Pro Forma
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)
None
None
None
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)
None
None
None
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)(1)
Management Fees(2)
0.50%
0.50%
0.50%
Distribution/Service (12b-1) Fees(3)
None
None
None
Other Expenses(4)
0.07%
0.16%
0.06%
Acquired Fund Fees and Expenses(5)
0.00%
0.01%
0.00%
Total Annual Fund Operating Expenses
0.57%
0.67%
0.56%
6

SHAREHOLDER FEES (fees paid directly from your investment)
   
   
   
Class T Shares
Your Fund
INTECH
U.S. Managed
Volatility Fund
INTECH
U.S. Managed
Volatility Fund
Pro Forma
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)
None
None
None
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)
None
None
None
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)(1)
Management Fees(2)
0.50%
0.50%
0.50%
Distribution/Service (12b-1) Fees(3)
None
None
None
Other Expenses(4)
0.31%
0.40%
0.31%
Acquired Fund Fees and Expenses(5)
0.00%
0.01%
0.00%
Total Annual Fund Operating Expenses
0.81%
0.91%
0.81%
EXAMPLES:
These Examples are intended to help you compare the cost of investing in your Fund and INTECH U.S. Managed Volatility Fund before the Merger, and INTECH U.S. Managed Volatility Fund after the Merger with the cost of investing in other mutual funds. The Examples assume that you invest $10,000 in your Fund, INTECH U.S. Managed Volatility Fund, and the combined Fund after the Merger for the time periods indicated and reinvest all dividends and distributions. The Examples also assume that your investment has a 5% return each year and that the Funds’ operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:
If Shares are redeemed:
1 Year(6)(7)(8)
3 Years(6)(9)
5 Years(6)(9)
10 Years(6)(9)
Class A Shares
Your Fund
$ 666 $ 860 $ 1,070 $ 1,674
INTECH U.S. Managed Volatility Fund
$ 675 $ 887 $ 1,116 $ 1,773
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 666 $ 860 $ 1,070 $ 1,674
Class C Shares
Your Fund
$ 262 $ 502 $ 866 $ 1,889
INTECH U.S. Managed Volatility Fund
$ 278 $ 551 $ 949 $ 2,062
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 261 $ 499 $ 860 $ 1,878
Class S Shares
Your Fund
$ 108 $ 337 $   585 $ 1,294
INTECH U.S. Managed Volatility Fund
$ 126 $ 393 $ 681 $ 1,500
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 107 $ 334 $ 579 $ 1,283
Class I Shares
Your Fund
$ 62 $ 195 $ 340 $ 762
INTECH U.S. Managed Volatility Fund
$ 68 $ 214 $ 373 $ 835
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 60 $ 189 $ 329 $ 738
7

If Shares are redeemed:
1 Year(6)(7)(8)
3 Years(6)(9)
5 Years(6)(9)
10 Years(6)(9)
Class N Shares
Your Fund
$ 58 $ 183 $ 318 $ 714
INTECH U.S. Managed Volatility Fund
$ 68 $ 214 $ 373 $ 835
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 57 $ 179 $ 313 $ 701
Class T Shares
Your Fund
$ 83 $ 259 $ 450 $ 1,002
INTECH U.S. Managed Volatility Fund
$ 93 $ 290 $ 504 $ 1,120
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 83 $ 259 $ 450 $ 1,002
If Shares are not redeemed:
1 Year(6)(7)(9)
3 Years(6)(9)
5 Years(6)(9)
10 Years(6)(9)
Class A Shares
Your Fund
$ 666 $ 860 $ 1,070 $ 1,674
INTECH U.S. Managed Volatility Fund
$ 675 $ 887 $ 1,116 $ 1,773
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 666 $ 860 $ 1,070 $ 1,674
Class C Shares
Your Fund
$ 162 $ 502 $ 866 $ 1,889
INTECH U.S. Managed Volatility Fund
$ 178 $ 551 $ 949 $ 2,062
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 161 $ 499 $ 860 $ 1,878
Class S Shares
Your Fund
$ 108 $ 337 $ 585 $ 1,294
INTECH U.S. Managed Volatility Fund
$ 126 $ 393 $ 681 $ 1,500
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 107 $ 334 $ 579 $ 1,283
Class I Shares
Your Fund
$ 62 $ 195 $ 340 $ 762
INTECH U.S. Managed Volatility Fund
$ 68 $ 214 $ 373 $ 835
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 60 $ 189 $ 329 $ 738
Class N Shares
Your Fund
$ 58 $ 183 $ 318 $ 714
INTECH U.S. Managed Volatility Fund
$ 68 $ 214 $ 373 $ 835
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 57 $ 179 $ 313 $ 701
Class T Shares
Your Fund
$  83 $ 259 $   450 $ 1,002
INTECH U.S. Managed Volatility Fund
$ 93 $ 290 $ 504 $ 1,120
INTECH U.S. Managed Volatility Fund (pro forma assuming consummation of the Merger)
$ 83 $ 259 $ 450 $ 1,002
(1)
All expenses are shown without the effect of expense offset arrangements. Pursuant to such arrangements, credits realized as a result of uninvested cash balances are used to reduce custodian and transfer agent expenses.
(2)
The “Management Fee” is the management fee rate paid by each Fund to Janus under each Investment Advisory Agreement. Refer to the “Management Expenses” section in this Prospectus/Information Statement for additional information, with further description in the Funds’ Statement of Additional Information, which are incorporated by reference herein.
(3)
If applicable to the share class, because 12b-1 fees are charged as an ongoing fee, over time the fee will increase the cost of your investment and may cost you more than paying other types of sales charges. Distribution/Service (12b-1) Fees include a shareholder servicing fee of up to 0.25% for Class C Shares.
(4)
“Other Expenses” for Class A Shares, Class C Shares, and Class I Shares may include administrative fees charged by intermediaries for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided
8

on behalf of shareholders of the Funds. “Other Expenses” for Class S Shares and Class T Shares include an administrative services fee of up to 0.25% of the average daily net assets of each class to compensate Janus Services LLC (“Janus Services”), the Funds’ transfer agent, for providing, or arranging for the provision by intermediaries of, administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided on behalf of retirement plan participants, pension plan participants, or other underlying investors investing through institutional channels. “Other Expenses” for all classes may include reimbursement to Janus of its out-of-pocket costs for services as administrator and to Janus Services of its out-of-pocket costs for serving as transfer agent and providing, or arranging by others the provision of, servicing to shareholders.
(5)
“Acquired Fund” refers to any underlying fund (including, but not limited to, exchange-traded funds) in which a fund invests or has invested during the period. Acquired fund fees and expenses are indirect expenses a Fund incurs as a result of investing in shares of an underlying fund. A Fund’s “Total Annual Fund Operating Expenses” may not correlate to the “ratio of gross expenses to average net assets” presented in the Financial Highlights tables because that ratio includes only the direct operating expenses incurred by the Fund, not the indirect costs of investing in Acquired Funds. Acquired Fund Fees and Expenses are based on the estimated expenses each Fund expects to incur. If applicable, or unless otherwise indicated in a Fund’s Fees and Expenses table, such amounts are less than 0.01% and are included in the Fund’s “Other Expenses.”
(6)
Assumes the payment of the maximum initial sales charge on Class A Shares at the time of purchase for the Funds. The sales charge may be waived or reduced for certain investors, which would reduce the expenses for those investors.
(7)
A contingent deferred sales charge of up to 1.00% may be imposed on certain redemptions of Class A Shares bought without an initial sales charge and then redeemed within 12 months of purchase. The contingent deferred sales charge is not reflected in the Examples.
(8)
A contingent deferred sales charge of 1.00% generally applies on Class C Shares redeemed within 12 months of purchase. The contingent deferred sales charge may be waived for certain investors, as described in Appendix C.
(9)
Contingent deferred sales charge is not applicable.
Portfolio Turnover
Each Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the Examples, affect the Funds’ performance. During the fiscal year ended June 30, 2014, your Fund’s portfolio turnover rate was 110% of the average value of its portfolio and INTECH U.S. Managed Volatility Fund’s portfolio turnover rate was 150% of the average value of its portfolio.
Comparison of Principal Investment Strategies
In connection with the Funds’ transition to a new managed volatility strategy beginning on December 17, 2014, the principal investment strategies and benchmark indices of the Funds were changed, resulting in their becoming identical. The following table summarizes the Funds’ principal investment strategies, as set forth more fully in the Prospectuses and Statement of Additional Information relating to the Funds.
Both Funds
Principal Investment Strategies
The Funds invest, under normal circumstances, at least 80% of their net assets in U.S. common stocks from the universe of the Russell 1000® Index, utilizing INTECH’s mathematical investment process, applying a managed volatility approach. The Russell 1000® Index is an unmanaged index that measures the performance of the large-cap segment of the U.S. equity universe. The Funds seek to produce returns in excess of the Russell 1000® Index, but with lower absolute volatility than the benchmark index. The Funds seek to generate such excess returns with absolute volatility that can range from approximately 0% to 40% lower than the Russell 1000® Index. In this context, absolute volatility refers to the variation in the returns of each Fund and the benchmark index as measured by standard deviation. This range is expected to be closer to 0% in less volatile markets and will increase as market conditions become more volatile.
Each Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of stocks within the named benchmark index. The goal of this process is to combine stocks that individually have higher relative volatility, lower absolute volatility, and lower correlations with each other in an effort to reduce each Fund’s absolute volatility, while still generating returns that exceed the named benchmark index over a full market cycle (a time period representing a significant market decline and recovery). Although each Fund may underperform its named benchmark index in sharply rising markets, this strategy seeks to participate in normal rising markets and lessen losses in down markets. In applying this strategy, INTECH establishes target proportions of its holdings from stocks within the named benchmark index using an optimization process designed to determine the most effective weightings of each stock in each Fund. Once INTECH determines such proportions and each Fund’s investments are selected, each Fund is periodically rebalanced to the set target proportions and re-optimized. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.
9

Principal Investment Risks
The Funds have identical principal risk factors. The following summarizes the principal risks of investing in either of the Funds.

Market Risk.   The value of the Fund’s portfolio may decrease if the value of an individual company or security, or multiple companies or securities, in the portfolio decreases. Further, regardless of how well individual companies or securities perform, the value of the Fund’s portfolio could also decrease if there are deteriorating economic or market conditions. It is important to understand that the value of your investment may fall, sometimes sharply, in response to changes in the market and you could lose money.

Investment Process Risk.   The focus on managed volatility may keep the Fund from achieving excess returns over the named benchmark index. In this regard, INTECH’s managed volatility strategy may underperform the Fund’s named benchmark index during certain periods of up markets, and in particular, most likely will underperform the benchmark index in sharply rising markets, and may not achieve the desired level of protection in down markets. As INTECH’s mathematical investment process has evolved, it has experienced periods of both underperformance and outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

Real Estate Securities Risk.   The Fund’s performance may be affected by the risks associated with investments in real estate related companies. The value of real estate-related companies’ securities is sensitive to changes in real estate values and rental income, property taxes, interest rates, tax and regulatory requirements, supply and demand, and the management skill and creditworthiness of the company. Investments in real estate investment trusts (“REITs”) involve the same risks as other real estate investments. In addition, a REIT could fail to qualify for tax-free pass-through of its income under the Internal Revenue Code or fail to maintain its exemption from registration under the Investment Company Act of 1940, as amended, which could produce adverse economic consequences for the REIT and its investors, including the Fund.

Portfolio Turnover Risk.   Increased portfolio turnover may result in higher costs, which may have a negative effect on the Fund’s performance. In addition, higher portfolio turnover may result in the acceleration of capital gains and the recognition of greater levels of short-term capital gains, which are taxed at ordinary federal income tax rates when distributed to shareholders.

Securities Lending Risk.   The Fund may seek to earn additional income through lending its securities to certain qualified broker-dealers and institutions. There is the risk that when portfolio securities are lent, the securities may not be returned on a timely basis, and the Fund may experience delays and costs in recovering the security or gaining access to the collateral provided to the Fund to collateralize the loan. If the Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund.
An investment in a Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Comparison of Fund Performance
Your Fund
The following information provides some indication of the risks of investing in your Fund showing how your Fund’s performance has varied over time. Class S Shares, Class A Shares, Class C Shares, and Class I Shares of the Fund commenced operations on July 6, 2009, after the reorganization of each corresponding class of shares of Janus Adviser INTECH Risk-Managed Growth Fund (“JAD predecessor fund”) into each respective share class of the Fund. Class T Shares of the Fund commenced operations on July 6, 2009.

The performance shown for Class S Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class S Shares prior to the reorganization, calculated using the fees and expenses of the JAD predecessor fund’s Class S Shares, net of any applicable fee and expense limitations or waivers.

The performance shown for Class A Shares reflects the performance of the JAD predecessor fund’s Class A Shares from September 30, 2004 to July 6, 2009 (prior to the reorganization), calculated using the fees and expenses of Class A Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers. Performance shown for certain
10

periods prior to September 30, 2004 reflects the historical performance of the JAD predecessor fund’s Class S Shares (formerly named Class I Shares), calculated using the fees and expenses of Class S Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers.

The performance shown for Class C Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class C Shares prior to the reorganization, calculated using the fees and expenses of the JAD predecessor fund’s Class C Shares, net of any applicable fee and expense limitations or waivers.

The performance shown for Class I Shares reflects the performance of the JAD predecessor fund’s Class I Shares from November 28, 2005 to July 6, 2009 (prior to the reorganization), calculated using the fees and expenses of Class I Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers. Performance shown for certain periods prior to November 28, 2005 reflects the historical performance of the JAD predecessor fund’s Class S Shares (formerly named Class I Shares), calculated using the fees and expenses of Class S Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers.

The performance shown for Class T Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class S Shares prior to the reorganization, calculated using the fees and expenses of Class S Shares, net of any applicable fee and expense limitations or waivers.

The performance shown for Class N Shares reflects the historical performance of the Fund’s Class S Shares, calculated using the fees and expenses of Class S Shares, net of any applicable fee and expense limitations or waivers. If Class N Shares of the Fund had been available during the periods shown, the performance may have been different.
If Class A Shares, Class I Shares, and Class T Shares of the Fund had been available during periods prior to July 6, 2009, the performance shown for each respective share class may have been different. The performance shown for periods following the Fund’s commencement of Class S Shares, Class A Shares, Class C Shares, Class I Shares, and Class T Shares reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers.
The bar chart depicts the change in performance from year to year during the periods indicated. The bar chart figures do not include any applicable sales charges that an investor may pay when they buy or sell Class A Shares or Class C Shares of the Fund. If sales charges were included, the returns would be lower. The table compares the Fund’s average annual returns for the periods indicated to broad-based securities market indices. The indices are not actively managed and are not available for direct investment. All figures assume reinvestment of dividends and distributions. For certain periods, the Fund’s performance reflects the effect of expense waivers. Without the effect of these expense waivers, the performance shown would have been lower.
Your Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the future. Updated performance information is available at janus.com/advisor/mutual-funds or by calling 1-877-335-2687.
Annual Total Returns for Class S Shares (calendar year-end)
[MISSING IMAGE: t1402444_bar-cs.jpg]
Best Quarter:   Second Quarter 2009   15.04% Worst Quarter:   Fourth Quarter 2008   –25.11%
11

Average Annual Total Returns (periods ended 12/31/14)
1 Year
5 Years
10 Years
Since
Inception of
Predecessor Fund
(1/2/03)
Class S Shares
Return Before Taxes 9.38% 15.06% 6.82% 8.69%
Return After Taxes on Distributions 9.28% 14.94% 6.56% 8.26%
Return After Taxes on Distributions and Sale of Fund Shares 5.38% 12.16% 5.49% 7.09%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 7.96% 9.63%
Russell 1000® Growth Index
(reflects no deduction for expenses, fees, or taxes)
13.05% 15.81% 8.49% 9.63%
Class A Shares
Return Before Taxes(1) 3.24% 13.88% 6.41% 8.35%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 7.96% 9.63%
Russell 1000® Growth Index
(reflects no deduction for expenses, fees, or taxes)
13.05% 15.81% 8.49% 9.63%
Class C Shares
Return Before Taxes(2) 7.87% 14.35% 6.20% 8.07%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 7.96% 9.63%
Russell 1000® Growth Index
(reflects no deduction for expenses, fees, or taxes)
13.05% 15.81% 8.49% 9.63%
Class I Shares
Return Before Taxes 9.92% 15.57% 6.82% 8.69%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 7.96% 9.63%
Russell 1000® Growth Index
(reflects no deduction for expenses, fees, or taxes)
13.05% 15.81% 8.49% 9.63%
Class N Shares
Return Before Taxes 9.38% 15.06% 6.82% 8.69%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 7.96% 9.63%
Russell 1000® Growth Index
(reflects no deduction for expenses, fees, or taxes)
13.05% 15.81% 8.49% 9.63%
Class T Shares
Return Before Taxes 9.68% 15.35% 6.82% 8.69%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 7.96% 9.63%
Russell 1000® Growth Index
(reflects no deduction for expenses, fees, or taxes)
13.05% 15.81% 8.49% 9.63%
(1)
Calculated assuming maximum permitted sales loads.
(2)
The one year return is calculated to include the contingent deferred sales charge.
INTECH U.S. Managed Volatility Fund
The following information provides some indication of the risks of investing in INTECH U.S. Managed Volatility Fund by showing how the Fund’s performance has varied over time. Class I Shares, Class A Shares, Class C Shares, and Class S Shares of the Fund commenced operations on July 6, 2009, after the reorganization of each corresponding class of shares of Janus Adviser INTECH Risk-Managed Value Fund (“JAD predecessor fund”) into each respective share class of the Fund. Class T Shares of the Fund commenced operations on July 6, 2009. Class N Shares of the Fund commenced operations on October 28, 2014.
12


The performance shown for Class I Shares, Class A Shares, Class C Shares, and Class S Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class I Shares, Class A Shares, Class C Shares, and Class S Shares prior to the reorganization, calculated using the fees and expenses of each respective share class of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers.

The performance shown for Class T Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class I Shares prior to the reorganization, calculated using the fees and expenses of Class T Shares, without the effect of any fee and expense limitations or waivers. If Class T Shares of the Fund had been available during periods prior to July 6, 2009, the performance shown may have been different.

The performance shown for Class N Shares reflects the performance of the Fund’s Class I Shares from July 6, 2009 to December 31, 2013, calculated using the fees and expenses of Class I Shares, net of any applicable fee and expense limitations or waivers. The performance shown for Class N Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class I Shares prior to the reorganization, calculated using the fees and expenses of Class I Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers. If Class N Shares of the Fund had been available during periods prior to December 31, 2013, the performance shown may have been different.
The performance shown for periods following the Fund’s commencement of Class I Shares, Class A Shares, Class C Shares, Class S Shares, and Class T Shares reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers.
The bar chart depicts the change in performance from year to year during the periods indicated. The bar chart figures do not include any applicable sales charges that an investor may pay when they buy or sell Class A Shares or Class C Shares of the Fund. If sales charges were included, the returns would be lower. The table compares the Fund’s average annual returns for the periods indicated to broad-based securities market indices. The indices are not actively managed and are not available for direct investment. All figures assume reinvestment of dividends and distributions. For certain periods, the Fund’s performance reflects the effect of expense waivers. Without the effect of these expense waivers, the performance shown would have been lower.
INTECH U.S. Managed Volatility Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the future. Updated performance information is available at janus.com/advisor/mutual-funds or by calling 1-877-335-2687.
Annual Total Returns for Class I Shares (calendar year-end)
[MISSING IMAGE: t1402444_bar-ci.jpg]
Best Quarter:   Third Quarter 2009   17.79% Worst Quarter:   Fourth Quarter 2008   –21.39%
13

Average Annual Total Returns (periods ended 12/31/14)
1 Year
5 Years
Since
Inception of
Predecessor Fund
(12/30/05)
Class I Shares
Return Before Taxes 9.32% 15.18% 7.16%
Return After Taxes on Distributions 1.01% 12.20% 5.38%
Return After Taxes on Distributions and Sale of Fund Shares(1) 8.94% 11.64% 5.40%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 8.15%
Russell 1000® Value Index
(reflects no deduction for expenses, fees, or taxes)
13.45% 15.42% 7.33%
Class A Shares
Return Before Taxes(2) 2.82% 13.49% 6.19%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 8.15%
Russell 1000® Value Index
(reflects no deduction for expenses, fees, or taxes)
13.45% 15.42% 7.33%
Class C Shares
Return Before Taxes(3) 7.44% 14.01% 6.10%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 8.15%
Russell 1000® Value Index
(reflects no deduction for expenses, fees, or taxes)
13.45% 15.42% 7.33%
Class S Shares
Return Before Taxes 9.14% 14.77% 6.73%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 8.15%
Russell 1000® Value Index
(reflects no deduction for expenses, fees, or taxes)
13.45% 15.42% 7.33%
Class N Shares
Return Before Taxes 9.32% 15.18% 7.16%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 8.15%
Russell 1000® Value Index
(reflects no deduction for expenses, fees, or taxes)
13.45% 15.42% 7.33%
Class T Shares
Return Before Taxes 9.18% 14.96% 6.79%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 8.15%
Russell 1000® Value Index
(reflects no deduction for expenses, fees, or taxes)
13.45% 15.42% 7.33%
(1)
If the Fund incurs a loss, which generates a tax benefit, the Return After Taxes on Distributions and Sale of Fund Shares may exceed the Fund’s other return figures.
(2)
Calculated assuming maximum permitted sales loads.
(3)
The one year return is calculated to include the contingent deferred sales charge.
For your Fund, after-tax returns are calculated using distributions for the Fund’s Class S Shares for periods following July 6, 2009; and for the JAD predecessor fund’s Class S Shares (formerly named Class I Shares) for periods prior to July 6, 2009. For INTECH U.S. Managed Volatility Fund, after-tax returns are calculated using distributions for the Fund’s Class I Shares for periods following July 6, 2009; and for the JAD predecessor fund’s Class I Shares for periods prior to July 6, 2009. After-tax returns are calculated using the historically highest individual federal marginal income tax rates and do not reflect the impact of state and local
14

taxes. Actual after-tax returns depend on your individual tax situation and may differ from those shown in the preceding tables. The after-tax return information shown above does not apply to Fund shares held through a tax-deferred account, such as a 401(k) plan or an IRA.
After-tax returns are only shown for Class S Shares of your Fund and Class I Shares of INTECH U.S. Managed Volatility Fund. After-tax returns for the other classes of shares will vary from those shown due to varying sales charges (as applicable), fees, and expenses among the classes.
Supplementary Performance Information
The following information supplements the “Comparison of Fund Performance” section of this Prospectus/Information Statement. This information is being provided in order to assist you with comparing the performance of the Class I Shares of your Fund to the performance of the Class I Shares of INTECH U.S. Managed Volatility Fund, which is shown above. As discussed in “Comparison of Fund Performance – Your Fund,” the performance shown for Class I Shares of your Fund reflects the performance of the JAD predecessor fund’s Class I Shares from November 28, 2005 to July 6, 2009 (prior to the reorganization), calculated using the fees and expenses of Class I Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers. Please note that the information in the below table does not reflect the since-inception performance of the JAD predecessor fund because Class I Shares commenced operations on November 28, 2005, whereas the JAD predecessor fund commenced operations on January 2, 2003.
The bar chart depicts the change in performance from year to year for Class I Shares of your Fund during the periods indicated. The table compares the average annual returns for Class I Shares of your Fund for the periods indicated to broad-based securities market indices. The indices are not actively managed and are not available for direct investment. All figures assume reinvestment of dividends and distributions. For certain periods, the Fund’s performance reflects the effect of expense waivers. Without the effect of these expense waivers, the performance shown would have been lower.
The past performance of your Fund’s Class I Shares (before and after taxes) does not necessarily indicate how the Fund will perform in the future.
Annual Total Returns for Class I Shares (calendar year-end)
[MISSING IMAGE: t1402444_bar-cis.jpg]
Best Quarter:   Second Quarter 2009   15.15% Worst Quarter:   Fourth Quarter 2008   –25.07%
Average Annual Total Returns (periods ended 12/31/14)
1 Year
5 Years
Since
Inception of
Class I Shares
(11/28/05)
Class I Shares
Return Before Taxes 9.92% 15.57% 7.38%
Return After Taxes on Distributions 9.66% 15.35% 6.99%
Return After Taxes on Distributions and Sale of Fund Shares 5.78% 12.59% 5.90%
Russell 1000® Index
(reflects no deduction for expenses, fees, or taxes)
13.24% 15.64% 8.02%
Russell 1000® Growth Index
(reflects no deduction for expenses, fees, or taxes)
13.05% 15.81% 8.68%
15

Management of the Funds
Investment Adviser:   Janus Capital is the investment adviser for each Fund and will remain the investment adviser of INTECH U.S. Managed Volatility Fund after the Merger.
Investment Subadviser:   INTECH Investment Management LLC is the investment subadviser for each Fund and will remain the subadviser of INTECH U.S. Managed Volatility Fund after the Merger.
Portfolio Management:   The Funds are each managed by a team of investment professionals consisting of Adrian Banner, Ph.D. (Chief Executive Officer since November 2012 and Chief Investment Officer since January 2012), Vassilios Papathanakos, Ph.D. (Deputy Chief Investment Officer since November 2012), Joseph W. Runnels, CFA (Vice President of Portfolio Management since March 2003), and Phillip Whitman, Ph.D. (Director of Research since November 2012) works together to implement the mathematical investment process. This team of investment professionals will continue as investment personnel of INTECH U.S. Managed Volatility Fund after the Merger.
Purchase and Sale of Fund Shares
Minimum Investment Requirements*
Class A Shares, Class C Shares**, Class S Shares, and Class T Shares
Non-retirement accounts $ 2,500
Certain tax-deferred accounts or UGMA/UTMA accounts $ 500
Class I Shares
Institutional investors (investing directly with Janus) $ 1,000,000
Through an intermediary institution
non-retirement accounts
$ 2,500
certain tax-deferred accounts or UGMA/UTMA accounts
$ 500
Class N Shares
No minimum investment requirements imposed by the Fund None
*
Exceptions to these minimums may apply for certain tax-deferred, tax-qualified and retirement plans, and accounts held through certain wrap programs.
**
The maximum purchase in Class C Shares is $500,000 for any single purchase.
With the exception of certain Class I Shares shareholders, purchases, exchanges, and redemptions can generally be made only through institutional channels, such as financial intermediaries and retirement platforms. Class I Shares may be purchased directly with the Funds in certain circumstances as outlined in Appendix C. You should contact your financial intermediary or refer to your plan documents for information on how to invest in a Fund. Requests must be received in good order by a Fund or its agents (financial intermediary or plan sponsor, if applicable) prior to the close of the regular trading session of the New York Stock Exchange in order to receive that day’s net asset value. For additional information, refer to “Purchases,” “Exchanges,” and/or “Redemptions” in Appendix C.
Tax Information
Each Fund’s distributions are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase shares of a Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment or to recommend one share class over another.
THE MERGER
The Plan
The Plan sets forth the terms and conditions under which the Merger will be implemented. Significant provisions of the Plan are summarized below; however, this summary is qualified in its entirety by reference to the Plan, a form of which is attached hereto as Appendix A.
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The Plan contemplates: (i) INTECH U.S. Managed Volatility Fund’s acquisition of all or substantially all of the assets of your Fund in exchange solely for shares of INTECH U.S. Managed Volatility Fund and the assumption by INTECH U.S. Managed Volatility Fund of all of your Fund’s liabilities, if any, as of the Closing Date; (ii) the distribution on the Closing Date of those shares to you; and (iii) the complete liquidation of your Fund.
The value of your Fund’s assets to be acquired and the amount of its liabilities to be assumed by INTECH U.S. Managed Volatility Fund and the net asset value (“NAV”) of a share of your Fund will be determined as of the close of regular trading on the NYSE on the Closing Date, after the declaration by your Fund of distributions, if any on the Closing Date, and will be determined in accordance with the valuation methodologies described in your Fund’s currently effective Prospectus and Statement of Additional Information (“SAI”). The Plan provides that Janus Capital will pay all of the fees of the Merger, including the costs and expenses incurred in the preparation and mailing of this Prospectus/Information Statement. The Funds will pay for any brokerage commissions, transaction costs or similar costs related to the Merger. The Closing Date is expected to be on or about April 24, 2015.
As soon as practicable after the Closing Date, your Fund will distribute pro rata to its shareholders of record the shares of INTECH U.S. Managed Volatility Fund it receives in the Merger, so that each shareholder of your Fund will receive a number of full and fractional shares of INTECH U.S. Managed Volatility Fund approximately equal in value to his or her holdings in your Fund, and your Fund will be liquidated.
Such distribution will be accomplished by opening an account on the books of INTECH U.S. Managed Volatility Fund in your name and by transferring to that account the shares of INTECH U.S. Managed Volatility Fund previously credited to your account of the Acquired Fund on those books. Your account will be credited with the pro rata number of INTECH U.S. Managed Volatility Fund’s shares due to you. All issued and outstanding shares of your Fund will simultaneously be canceled on the books of the Trust. Accordingly, immediately after the Merger, you will own shares of INTECH U.S. Managed Volatility Fund that will be approximately equal to the value of your shares of the Acquired Fund as of the Closing Date. Any special options will automatically transfer to the new fund accounts.
The implementation of the Merger is subject to a number of conditions set forth in the Plan. The Plan requires receipt of a tax opinion substantially to the effect that, for federal income tax purposes, the Merger qualifies as a tax-free reorganization. The Plan may be terminated and the Merger abandoned at any time prior to the Closing Date by the Board of Trustees if the Trustees determine that the Merger is not in the best interests of the Funds’ shareholders. Please review the Plan carefully.
Reasons for the Merger
As discussed in the “Introduction,” the Merger is designed to facilitate the recent transition of the Funds to a new managed volatility strategy. Beginning on December 17, 2014, the Funds’ names, principal investment strategies, and benchmark indices were changed to reflect this new managed volatility investment strategy, which seeks to provide returns in excess of the Fund’s benchmark index and to reduce or “manage” portfolio volatility to a level less than each Fund’s benchmark index. As a result of these changes, the Funds now have identical investment strategies and risks, and the same benchmark index. Accordingly, the Merger will allow Janus to reorganize its mutual fund platform by consolidating similar Funds. Janus believes that these efforts will provide the potential for both meaningful short- and long-term benefits to Fund shareholders, including clearer product differentiation, a reduction in overlapping offerings, and potential for future growth. There is potential to increase operational efficiencies, including the potential to eliminate duplicative costs and other inefficiencies that can arise from having identical mutual funds in the same family of funds. Janus and its affiliates that provide services to the Funds expect to provide the same level of services to shareholders after the Merger.
At the meeting of the Board of Trustees of the Trust held on November 5, 2014, Janus met with the Trustees, none of whom are considered “interested persons” (as defined in the 1940 Act) (“Independent Trustees”), to discuss Janus’ and INTECH’s proposal to merge the Funds. The Independent Trustees also discussed this proposal and the Plan separately with their independent counsel. During the course of the meeting, the Trustees requested and considered such information as they deemed relevant to their deliberations. At the November 5, 2014 meeting, the Independent Trustees approved the Plan after determining that (1) the Merger is in the best interests of your Fund and INTECH U.S. Managed Volatility Fund; and (2) the Merger will not dilute the interests of existing shareholders of either Fund. In making these determinations, the Independent Trustees considered a number factors, including the following:

The Merger will permit you to continue to invest in a fund that pursues an identical investment objective and investment strategies as your Fund and to do so in the context of a larger fund with expense ratios that are expected to be lower than or the same as both your Fund and INTECH U.S. Managed Volatility Fund prior to the Merger.
17


The investment personnel that currently manage your Fund and INTECH U.S. Managed Volatility Fund will continue to manage INTECH U.S. Managed Volatility Fund after the Merger.

Comparative performance of the Funds over various time periods.

The Merger, for each Fund and its shareholders, is expected to be a tax-free reorganization for federal income tax purposes.

The structure of the Merger.

The impact of the Merger on each Fund’s tax-loss carryforward positions.

Janus Capital is paying all costs associated with the Merger.

Janus Capital will benefit from greater operational efficiencies by overseeing a single Fund versus two separate Funds with identical investment strategies, policies and risks.

The Merger is designed to streamline the number of INTECH subadvised Funds within the Trust, encourage a more focused marketing and distribution effort for the combined fund, reduce investor confusion, and generally make INTECH U.S. Managed Volatility Fund a more attractive vehicle to the investing public, which Janus Capital believes could provide the potential for better growth prospects as compared to the two Funds operating separately.
Federal Income Tax Consequences
As a condition to the Merger, the Trust will receive a tax opinion from Vedder Price P.C., counsel to the Funds, (which opinion will be based on certain factual representations and certain customary assumptions and exclusions) substantially to the effect that, on the basis of the existing provisions of the Internal Revenue Code of 1986, as amended (the “Code”), the Treasury Regulations promulgated thereunder and current administrative and judicial interpretations thereof, for federal income tax purposes:

the transfer by the Acquired Fund of substantially all its assets to INTECH U.S. Managed Volatility Fund solely in exchange for shares of INTECH U.S. Managed Volatility Fund and the assumption by INTECH U.S. Managed Volatility Fund of all the liabilities of the Acquired Fund, followed by the pro rata, by class, distribution of all the shares of INTECH U.S. Managed Volatility Fund received by the Acquired Fund to the Acquired Fund shareholders in complete liquidation of the Acquired Fund as soon as practicable thereafter, will constitute a “reorganization” within the meaning of Section 368(a) of the Code, and INTECH U.S. Managed Volatility Fund and the Acquired Fund will each be a “party to a reorganization” within the meaning of Section 368(b) of the Code with respect to the reorganization;

no gain or loss will be recognized by INTECH U.S. Managed Volatility Fund upon the receipt of substantially all the assets of the Acquired Fund solely in exchange for shares of INTECH U.S. Managed Volatility Fund and the assumption by INTECH U.S. Managed Volatility Fund of all the liabilities of the Acquired Fund;

no gain or loss will be recognized by the Acquired Fund upon the transfer of substantially all the Acquired Fund’s assets to INTECH U.S. Managed Volatility Fund solely in exchange for shares of INTECH U.S. Managed Volatility Fund and the assumption by INTECH U.S. Managed Volatility Fund of all the liabilities of the Acquired Fund or upon the distribution (whether actual or constructive) of the INTECH U.S. Managed Volatility Fund shares so received to the Acquired Fund shareholders solely in exchange for such shareholders’ shares of the Acquired Fund in complete liquidation of the Acquired Fund;

no gain or loss will be recognized by Acquired Fund shareholders upon the exchange, pursuant to the Merger, of all their shares (including fractional shares) of the Acquired Fund solely for shares of INTECH U.S. Managed Volatility Fund;

the aggregate tax basis of the INTECH U.S. Managed Volatility Fund shares, including any fractional shares, received by each Acquired Fund shareholder pursuant to the Merger will be the same as the aggregate basis of the shares of the Acquired Fund exchanged therefor by such shareholder;

the holding period of INTECH U.S. Managed Volatility Fund shares, including fractional shares, received by each Acquired Fund shareholder in the Merger will include the period during which the shares of the Acquired Fund exchanged therefor were held by such shareholder, provided such Acquired Fund shares are held as capital assets at the effective time of the Merger;

the basis of the assets of the Acquired Fund’s received by INTECH U.S. Managed Volatility Fund will be the same as the basis of such assets in the hands of the Acquired Fund immediately before the effective time of the Merger; and

the holding period of the assets of the Acquired Fund received by INTECH U.S. Managed Volatility Fund will include the period during which such assets were held by the Acquired Fund.
No opinion will be expressed as to (1) the effect of the Merger on the Acquired Fund, INTECH U.S. Managed Volatility Fund, or any Acquired Fund shareholder with respect to any asset (including without limitation any stock held in a passive foreign investment company as defined in Section 1297(a) of the Code) as to which any unrealized gain or loss is required to be recognized under federal income tax principles (i) at the end of a taxable year (or on the termination thereof) or (ii) upon the transfer of such asset regardless of whether such transfer would otherwise be a non-taxable transaction under the Code or (2) any other federal tax issues (except those set forth above) and all state, local, or non-U.S. tax issues of any kind.
18

The receipt of such an opinion is a condition to the consummation of the Merger. The Trust has not obtained an Internal Revenue Service (“IRS”) private letter ruling regarding the federal income tax consequences of the Merger, and the IRS is not bound by advice of counsel. If the transfer of the assets of the Acquired Fund in exchange for INTECH U.S. Managed Volatility Fund shares and the assumption by INTECH U.S. Managed Volatility Fund of all liabilities of the Acquired Fund does not constitute a tax-free reorganization, each Acquired Fund shareholder generally will recognize a gain or loss approximately equal to the difference between the value of INTECH U.S. Managed Volatility Fund shares such shareholder acquires and the tax basis of such shareholder’s Acquired Fund shares.
Prior to the Closing Date, the Acquired Fund may make a distribution to its shareholders, which together with all previous distributions, will have the effect of distributing to shareholders at least all its net investment income and realized net capital gains (after reduction by any available capital loss carryforwards), if any, through the Closing Date of the Merger. This distribution will be taxable to shareholders who are subject to federal income tax and may include gains resulting from the sale of portfolio assets discussed below. Additional distributions may be made if necessary.
To the extent that a portion of the Acquired Fund’s portfolio assets are sold prior to the Merger, including as a result of portfolio transitioning, the federal income tax effect of such sales would depend on the holding periods of such assets and the difference between the price at which such portfolio assets were sold and the Acquired Fund’s basis in such assets. Any net capital gains (net long-term capital gain in excess of any net short-term capital loss) recognized in these sales, after the application of any available capital loss carryforwards (capital losses from prior taxable years that may be used to offset future capital gains), would be distributed to the Acquired Fund’s shareholders as capital gain dividends. Any net short-term capital gains (in excess of any net long-term capital loss and after application of any available capital loss carryforwards) would be distributed as ordinary dividends. All such distributions would be made during or with respect to the Acquired Fund’s taxable year in which the sale occurs and would be taxable to shareholders who are subject to federal income tax.
After the Merger, INTECH U.S. Managed Volatility Fund’s ability to use the Acquired Fund’s or INTECH U.S. Managed Volatility Fund’s pre-Merger capital losses, if any, may be limited under certain federal income tax rules applicable to reorganizations of this type. Therefore, in certain circumstances, shareholders may pay federal income tax sooner, or may pay more federal income taxes, than they would have had the Merger not occurred. The effect of these potential limitations will depend on a number of factors, including the amount of the losses, the amount of gains to be offset, the exact timing of the Merger and the amount of unrealized capital gains in the Funds at the time of the Merger.
In addition, shareholders of the Acquired Fund will receive a proportionate share of any taxable income and gains realized by INTECH U.S. Managed Volatility Fund and not distributed to its shareholders prior to the Merger when such income and gains are eventually distributed by INTECH U.S. Managed Volatility Fund. As a result, shareholders of the Acquired Fund may receive a greater amount of taxable distributions than they would have had the Merger not occurred.
Shareholders of the Acquired Fund should consult their tax advisers regarding the effect, if any, of the Merger in light of their individual circumstances. Since the foregoing discussion relates only to the federal income tax consequences of the Merger, shareholders of the Acquired Fund should also consult tax advisers as to state, local, non-U.S., and other tax consequences, if any, of the Merger.
Securities to Be Issued, Key Differences in Shareholder Rights
Your Fund and INTECH U.S. Managed Volatility Fund are each organized as separate series of the Trust, a Massachusetts business trust, and are governed by the same Trust Instrument and Bylaws. As such, there are no key differences in the rights of shareholders of the Funds.
All shares of a fund within the Trust participate equally in dividends and other distributions by the shares of the same class of that fund, and in residual assets of that class of that fund in the event of liquidation. Shares of each Fund have no preemptive, conversion, or appraisal rights. Shares of all funds in the Trust have noncumulative voting rights, which means the holders of more than 50% of the value of shares of all funds of the Trust voting for the election of Trustees can elect 100% of the Trustees if they choose to do so. Shares of a fund may be transferred by endorsement or stock power as is customary, but a fund is not bound to recognize any transfer until it is recorded on its books. The Funds have the right to redeem, at the then current NAV, the shares of any shareholder whose account does not meet certain minimum requirements as described in Appendix C.
19

Capitalization
The following table shows the capitalization as of December 31, 2014 (unaudited) for the impacted share classes of your Fund and INTECH U.S. Managed Volatility Fund, as well as pro forma capitalization giving effect to the Merger:
Your Fund
INTECH U.S.
Managed Volatility
Fund (Pre-Merger)
Adjustments(1)
INTECH U.S.
Managed Volatility
Fund (pro forma
after Merger)
Class A
Net Assets $ 10,495,813 $ 1,617,424 $ $ 12,113,237
Net Asset Value Per Share $ 21.73 $ 10.14 $ 10.14
Shares Outstanding 483,104 159,564 1,035,090 1,194,654
Class C
Net Assets $ 3,884,937 $ 573,048 $ $ 4,457,985
Net Asset Value Per Share $ 20.95 $ 9.98 $ 9.98
Shares Outstanding 185,480 57,403 389,272 446,675
Class S
Net Assets $ 11,956,234 $ 65,491 $ $ 12,021,725
Net Asset Value Per Share $ 21.68 $ 10.11 $ 10.11
Shares Outstanding 551,455 6,480 1,182,615 1,189,095
Class I
Net Assets $ 192,757,606 $ 26,242,375 $ $ 218,999,981
Net Asset Value Per Share $ 21.56 $ 10.10 $ 10.10
Shares Outstanding 8,940,656 2,597,409 19,084,911 21,682,321
Class N
Net Assets N/A $ 35,363,739 $ $ 35,363,739
Net Asset Value Per Share N/A $ 10.07 $ 10.07
Shares Outstanding N/A 3,511,574 3,511,574
Class T
Net Assets $ 65,890,957 $ 20,370,184 $ $ 86,261,141
Net Asset Value Per Share $ 21.47 $ 10.02 $ 10.02
Shares Outstanding 3,068,661 2,033,088 6,575,944 8,609,032
Total Net Assets $ 284,985,547 $ 84,232,261 $ $ 369,217,808
Total Shares Outstanding 13,229,357 8,365,518 28,267,832 36,633,351
(1)
“Adjustments” reflect the issuance of shares of INTECH U.S. Managed Volatility Fund to Acquired Fund investors.
ADDITIONAL INFORMATION ABOUT THE FUNDS
Additional Investment Strategies and General Portfolio Policies
The Funds’ Board of Trustees may change each Fund’s investment objective or non-fundamental principal investment strategies without a shareholder vote. A Fund will notify you in writing at least 60 days before making any such change it considers material. If there is a material change to a Fund’s objective or principal investment strategies, you should consider whether the Fund remains an appropriate investment for you. There is no guarantee that a Fund will achieve its investment objective.
Unless otherwise stated, the following additional investment strategies and general policies apply to each Fund and provide further information including, but not limited to, the types of securities a Fund may invest in when implementing its investment objective. For some Funds, these strategies and policies may be part of a principal strategy. For other Funds, these strategies and policies may be utilized to a lesser extent. Except for the Funds’ policies with respect to investments in illiquid securities and borrowing, the percentage limitations described in the SAI normally apply only at the time of purchase of a security. So, for example, if a Fund exceeds a limit as a result of market fluctuations or the sale of other securities, it will not be required to dispose
20

of any securities. The “Glossary of Investment Terms” includes descriptions of investment terms used throughout the Prospectus/​Information Statement.
Cash Position
The Funds normally remain as fully invested as possible and do not seek to lessen the effects of a declining market through hedging or temporary defensive positions. The Funds may use exchange-traded funds, as well as futures, options, and other derivatives, to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs. There is no guarantee that these types of derivative investments will work and their use could cause lower returns or even losses to the Funds. To the extent a Fund invests its uninvested cash through a sweep program (meaning its uninvested cash is pooled with uninvested cash of other funds and invested in certain securities such as repurchase agreements), it is subject to the risks of the account or fund into which it is investing, including liquidity issues that may delay the Fund from accessing its cash.
Foreign Securities
To the extent that foreign securities may be included in a Fund’s named benchmark index, INTECH’s mathematical investment process may select foreign securities from within the applicable benchmark index, regardless of where an issuer or company is located. There are no limitations on the countries in which the Funds may invest.
Investment Process
INTECH applies a mathematical investment process to construct an investment portfolio for each INTECH Fund. INTECH developed the formulas underlying this mathematical investment process. This process seeks, over time, to generate a return in excess of each Fund’s named benchmark index over the long term, while controlling the variability of each Fund’s returns. The mathematical investment process involves:

selecting stocks primarily from stocks within a Fund’s named benchmark index;

periodically determining a target weighting of these stocks and rebalancing to the target weighting; and

monitoring the total risk and volatility of a Fund’s holdings.
INTECH seeks, over time, to outperform each Fund’s named benchmark index through its mathematical investment process. By applying a managed volatility approach, INTECH’s process also seeks to identify stocks for each Fund in a manner that reduces the overall portfolio volatility below that of the named benchmark index. INTECH has designed certain controls to minimize the absolute risk of a Fund. However, the proprietary mathematical investment process used by INTECH may not achieve the desired results. Each Fund may invest in exchange-traded funds or use futures, options, and other derivatives to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs.
Portfolio Turnover
In general, each Fund intends to purchase securities for long-term investment consistent with INTECH’s mathematical investment process. To a limited extent, however, portfolio securities may be held for relatively shorter periods. Short-term transactions may also result from liquidity needs, securities having reached a price objective, changes in the credit standing of an issuer, or by reason of economic or other developments not foreseen at the time of the initial investment. As a result of INTECH’s mathematical investment process, a Fund may sell one security and simultaneously purchase the same or a comparable security. Portfolio turnover may also be affected by market conditions, changes in the size of a Fund (including due to shareholder purchases and redemptions), and the nature of each Fund’s investments. Portfolio turnover rates are not a factor in making buy and sell decisions.
The rebalancing techniques used by a Fund may result in higher portfolio turnover compared to a “buy and hold” fund strategy. INTECH periodically rebalances the stocks in each portfolio to its target weighting versus each Fund’s respective benchmark index, as determined by INTECH’s mathematical investment process.
Increased portfolio turnover may result in higher costs for brokerage commissions, dealer mark-ups, and other transaction costs, and may also result in taxable capital gains. Higher costs associated with increased portfolio turnover also may have a negative effect on a Fund’s performance. The “Financial Highlights” found in Appendix C of this Prospectus/Information Statement shows the Funds’ historical turnover rates.
Real Estate-Related Securities
To the extent that real estate-related securities may be included in a Fund’s named benchmark index, INTECH’s mathematical investment process may select equity and debt securities of real estate-related companies. Such companies may include those in the real estate industry or real estate-related industries. These securities may include common stocks, preferred stocks, and other equity
21

securities, including, but not limited to, mortgage-backed securities, real estate-backed securities, securities of real estate investment trusts (“REITs”) and similar REIT-like entities. A REIT is a trust that invests in real estate-related projects, such as properties, mortgage loans, and construction loans. REITs are generally categorized as equity, mortgage, or hybrid REITs. A REIT may be listed on an exchange or traded over-the-counter.
Securities Lending
A Fund may seek to earn additional income through lending its securities to certain qualified broker-dealers and institutions on a short-term or long-term basis. Each Fund may lend portfolio securities on a short-term or long-term basis, in an amount equal to up to one-third of its total assets as determined at the time of the loan origination. When a Fund lends its securities, it receives collateral (including cash collateral), at least equal to the value of securities loaned. The Fund may earn income by investing this collateral in one or more affiliated or non-affiliated cash management vehicles. It is also possible that, due to a decline in the value of a cash management vehicle in which collateral is invested, the Fund may lose money. There is also the risk that when portfolio securities are lent, the securities may not be returned on a timely basis, and the Fund may experience delays and costs in recovering the security or gaining access to the collateral provided to the Fund to collateralize the loan. If the Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund. Janus Capital intends to manage the cash collateral in an affiliated cash management vehicle and will receive an investment advisory fee for managing such assets.
Other Types of Investments
Unless otherwise stated within its specific investment policies, each Fund may also invest in other types of domestic and foreign securities and use other investment strategies, as described in the “Glossary of Investment Terms.” These securities and strategies are not intended to be principal investment strategies of the Funds. If successful, they may benefit the Funds by earning a return on the Funds’ assets or reducing risk; however, they may not achieve the Funds’ investment objectives. These securities and strategies may include:

debt securities (such as bonds, notes, and debentures)

exchange-traded funds

indexed/structured securities (such as commercial and residential mortgage- and asset-backed securities)

various derivative transactions including, but not limited to, options, futures, forwards, swap agreements (such as equity, interest rate, inflation index, credit default, and total return), participatory notes, structured notes, and other types of derivatives individually or in combination for hedging purposes or for non-hedging purposes such as seeking to earn income and enhance return, to protect unrealized gains, or to avoid realizing losses; such techniques may also be used to adjust currency exposure relative to a benchmark index, to gain exposure to the market pending investment of cash balances, or to meet liquidity needs

securities purchased on a when-issued, delayed delivery, or forward commitment basis
Fundamental Investment Restrictions
Each Fund has certain additional fundamental investment restrictions that can only be changed with shareholder approval. The Funds have substantially similar fundamental investment restrictions, and these restrictions are shown in Appendix B.
Risks of the Funds
Similar Risk Factors of the Funds
The value of your investment will vary over time, sometimes significantly, and you may lose money by investing in the Funds. Because the Funds may invest substantially all of their assets in common stocks, the main risk is the risk that the value of the stocks they hold might decrease in response to the activities of an individual company or in response to general market and/or economic conditions. The following information is intended to help you better understand some of the risks of investing in the Funds. The impact of the following risks on a Fund may vary depending on the Fund’s investments. The greater the Fund’s investment in a particular security, the greater the Fund’s exposure to the risks associated with that security. Before investing in a Fund, you should consider carefully the risks that you assume when investing in the Fund.
Counterparty Risk.   Fund transactions involving a counterparty are subject to the risk that the counterparty or a third party will not fulfill its obligation to a Fund (“counterparty risk”). Counterparty risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy, or insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s inability to fulfill its obligation may result in significant financial loss to a Fund. A Fund may be
22

unable to recover its investment from the counterparty or may obtain a limited recovery, and/or recovery may be delayed. A Fund may be exposed to counterparty risk to the extent it participates in lending its securities to third parties and/or cash sweep arrangements whereby the Fund’s cash balance is invested in one or more types of cash management vehicles. In addition, a Fund may be exposed to counterparty risk through its investments in certain securities, including, but not limited to, repurchase agreements, debt securities, and derivatives (including various types of swaps, futures, and options). Each Fund intends to enter into financial transactions with counterparties that Janus Capital believes to be creditworthy at the time of the transaction. There is always the risk that Janus Capital’s analysis of a counterparty’s creditworthiness is incorrect or may change due to market conditions. To the extent that a Fund focuses its transactions with a limited number of counterparties, it will have greater exposure to the risks associated with one or more counterparties.
Derivatives Risk.   Derivatives can be highly volatile and involve risks in addition to the risks of the underlying referenced securities. Gains or losses from a derivative investment can be substantially greater than the derivative’s original cost, and can therefore involve leverage. Leverage may cause a Fund to be more volatile than if it had not used leverage. Derivatives can be complex instruments and may involve analysis that differs from that required for other investment types used by a Fund. If the value of a derivative does not correlate well with the particular market or other asset class to which the derivative is intended to provide exposure, the derivative may not produce the anticipated result. Derivatives can also reduce the opportunity for gain or result in losses by offsetting positive returns in other investments. Derivatives can be less liquid than other types of investments and entail the risk that the counterparty will default on its payment obligations. If the counterparty to a derivative transaction defaults, a Fund would risk the loss of the net amount of the payments that it contractually is entitled to receive. To the extent a Fund enters into short derivative positions, a Fund may be exposed to risks similar to those associated with short sales, including the risk that a Fund’s losses are theoretically unlimited.
Eurozone Risk.   A number of countries in the European Union (“EU”) have experienced severe economic and financial difficulties. As a result, financial markets in the EU have been subject to increased volatility and declines in asset values and liquidity. Responses to these financial problems by European governments, central banks, and others, including austerity measures and reforms, may not work, may result in social unrest, and may limit future growth and economic recovery or have other unintended consequences. Further defaults or restructurings by governments and others of their debt could have additional adverse effects on economies, financial markets, and asset valuations around the world. In addition, one or more countries may abandon the euro and/or withdraw from the EU. The impact of these actions, especially if they occur in a disorderly fashion, is not clear but could be significant and far-reaching. To the extent that a Fund has exposure to European markets or to transactions tied to the value of the euro, these events could negatively affect the value and liquidity of the Fund’s investments. All of these developments may continue to significantly affect the economies of all EU countries, which in turn may have a material adverse effect on a Fund’s investments in such countries, other countries that depend on EU countries for significant amounts of trade or investment, or issuers with exposure to debt issued by certain EU countries.
Foreign Exposure Risks.   As previously noted, to the extent that foreign securities may be included in the Funds’ named benchmark indices, INTECH’s mathematical investment process may select foreign debt and equity securities. Investments in foreign securities, including securities of foreign governments, may involve greater risks than investing in domestic securities because a Fund’s performance may depend on factors other than the performance of a particular company. These factors include:

currency risk

political and economic risk

regulatory risk

foreign market risk

geographic investment risk

transaction costs
Industry Risk.   Industry risk is the possibility that a group of related securities will decline in price due to industry-specific developments. Companies in the same or similar industries may share common characteristics and are more likely to react similarly to industry-specific market or economic developments. Each Fund’s investments, if any, in multiple companies in a particular industry increase that Fund’s exposure to industry risk.
Investment Process Risk.   The focus on managed volatility may keep a Fund from achieving excess returns over the named benchmark index. In this regard, INTECH’s managed volatility strategy may underperform the Fund’s named benchmark index during certain periods of up markets, and in particular, most likely will underperform the benchmark index in sharply rising markets, and may not achieve the desired level of protection in down markets. Additionally, the rebalancing techniques used by INTECH may result in a higher portfolio turnover rate and related expenses compared to a “buy and hold” fund strategy. There is a risk that INTECH’s method of assessing stocks will not result in the expected volatility or correlation characteristics. In either case,
23

a Fund may not outperform the named benchmark index, and likely will underperform its named benchmark index. As a result of INTECH’s investment process, a Fund may tend to invest in the smaller capitalization members of the named benchmark index, or other stocks, that typically exhibit greater volatility, primarily because of the potential diversification gains due to the lower correlations of their performance to that of the larger capitalization members of the named benchmark index. Consequently, in conditions where market capital is temporarily concentrated in the larger stocks contained in the named benchmark index, and fewer stocks are driving benchmark index returns, the performance of a Fund may be negatively affected relative to the named benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact a Fund’s performance. In addition, others may attempt to utilize public information related to INTECH’s investment strategy in a way that may affect performance.
INTECH has designed certain controls to minimize the absolute risk of a Fund. For example, to help ensure that risk and trade costs are minimized, among other factors, INTECH employs a screening process to identify stocks that trade at a higher cost as well as constraints on stock weights in a Fund’s optimization. The Funds normally remain as fully invested as possible and do not seek to lessen the effects of a declining market through hedging or temporary defensive positions. However, they may invest in exchange-traded funds or use futures, options, and other derivatives to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs. There is no guarantee that these types of investments will work and their use could cause lower returns or even losses to the Funds.
Market Risk.   The value of a Fund’s portfolio may decrease if the value of an individual company or security, or multiple companies or securities, in the portfolio decreases. Further, regardless of how well individual companies or securities perform, the value of a Fund’s portfolio could also decrease if there are deteriorating economic or market conditions, including, but not limited to, a general decline in prices on the stock markets, a general decline in real estate markets, a decline in commodities prices, or if the market favors different types of securities than the types of securities in which the Fund invests. If the value of the Fund’s portfolio decreases, the Fund’s net asset value will also decrease, which means if you sell your shares in the Fund you may lose money.
The financial crisis that began in 2008 caused a significant decline in the value and liquidity of many securities of issuers worldwide in the equity and fixed-income/credit markets. In response to the crisis, the United States and certain foreign governments, along with the U.S. Federal Reserve and certain foreign central banks took steps to support the financial markets. The withdrawal of this support, a failure of measures put in place to respond to the crisis, or investor perception that such efforts were not sufficient each could negatively affect financial markets generally, and the value and liquidity of specific securities. In addition, policy and legislative changes in the United States and in other countries continue to impact many aspects of financial regulation. The effect of these changes on the markets, and the practical implications for market participants, including a Fund, may not be fully known for some time. As a result, it may also be unusually difficult to identify both investment risks and opportunities, which could limit or preclude the Fund’s ability to achieve its investment objective. Therefore, it is important to understand that the value of your investment may fall, sometimes sharply, and you could lose money.
The enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) in July 2010 provided for widespread regulation of financial institutions, consumer financial products and services, broker-dealers, over-the- counter derivatives, investment advisers, credit rating agencies, and mortgage lending, which expands federal oversight in the financial sector, including the investment management industry. Many provisions of the Dodd-Frank Act remain pending and will be implemented through future rulemaking. Therefore, the ultimate impact of the Dodd-Frank Act and the regulations under the Dodd-Frank Act on the Funds and the investment management industry as a whole, is not yet certain.
Real Estate Securities Risk.   To the extent it holds equity and/or debt securities of real estate-related companies, a Fund may be affected by the risks associated with real estate investments. The value of securities of companies in real estate and real estate-related industries, including securities of REITs, is sensitive to decreases in real estate values and rental income, property taxes, interest rates, tax and regulatory requirements, overbuilding/supply and demand, increased competition, local and general economic conditions, increases in operating costs, environmental liabilities, management skill in running a REIT, and the creditworthiness of the REIT. In addition, mortgage REITs and mortgage-backed securities are subject to prepayment risk. Mortgage-backed securities comprised of subprime mortgages and investments in other real estate-backed securities comprised of under-performing real estate assets also may be subject to a higher degree of credit risk, valuation risk, and liquidity risk. If a Fund has REIT investments, the Fund’s shareholders will indirectly bear their proportionate share of the REIT’s expenses, in addition to their proportionate share of the Fund’s expenses.
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REIT Risk.   To the extent that a Fund holds REITs, it may be subject to the additional risks associated with REIT investments. The ability to trade REITs in the secondary market can be more limited compared to other equity investments, and certain REITs have relatively small market capitalizations, which can increase the volatility of the market price for their securities. REITs are also subject to heavy cash flow dependency to allow them to make distributions to their shareholders. The prices of equity REITs are affected by changes in the value of the underlying property owned by the REITs and changes in capital markets and interest rates. The prices of mortgage REITs are affected by the quality of any credit they extend, the creditworthiness of the mortgages they hold, as well as by the value of the property that secures the mortgages. Equity REITs and mortgage REITs generally are not diversified and are subject to heavy cash flow dependency, defaults by borrowers, and self-liquidation. There is also the risk that borrowers under mortgages held by a REIT or lessees of a property that a REIT owns may be unable to meet their obligations to the REIT. In the event of a default by a borrower or lessee, the REIT may incur substantial costs associated with protecting its investments. Certain “special purpose” REITs in which a Fund may invest focus their assets in specific real property sectors, such as hotels, shopping malls, nursing homes, or warehouses, and are therefore subject to the specific risks associated with adverse developments in these sectors.
Other Comparative Information about the Funds
Investment Adviser
Janus Capital Management LLC, 151 Detroit Street, Denver, Colorado 80206-4805, is the investment adviser to each Fund. INTECH is responsible for the day-to-day management of the Funds’ investment portfolios subject to the general oversight of Janus Capital. Janus Capital also provides certain administration and other services and is responsible for other business affairs of each Fund.
The Trust and Janus Capital have received an exemptive order from the Securities and Exchange Commission that permits Janus Capital, subject to the approval of the Trustees, to appoint or replace certain subadvisers to manage all or a portion of a Fund’s assets and enter into, amend, or terminate a subadvisory agreement with certain subadvisers without obtaining shareholder approval (a “manager-of-managers structure”). Implementation of a manager-of-managers structure, however, would need to be approved by a Fund’s shareholders. The manager-of-managers structure applies to subadvisers that are not affiliated with the Trust or Janus Capital (“non-affiliated subadvisers”), as well as any subadviser that is an indirect or direct “wholly-owned subsidiary” (as such term is defined by the Investment Company Act of 1940, as amended) of Janus Capital or of another company that, indirectly or directly, wholly owns Janus Capital (collectively, “wholly-owned subadvisers”).
Pursuant to the order, Janus Capital, with the approval of the Trustees, has the discretion to terminate any subadviser and allocate and reallocate a Fund’s assets among Janus Capital and any other non-affiliated subadvisers or wholly-owned subadvisers (including terminating a non-affiliated subadviser and replacing it with a wholly-owned subadviser). Janus Capital, subject to oversight and supervision by the Trustees, has responsibility to oversee any subadviser to a Fund and to recommend for approval by the Trustees, the hiring, termination, and replacement of subadvisers for the Funds. The order also permits a Fund to disclose subadvisers’ fees only in the aggregate in the SAI. In the event that Janus Capital hires a new subadviser pursuant to the manager-of-managers structure, the affected Fund(s) would provide shareholders with information about the new subadviser and subadvisory agreement within 90 days.
Janus (together with its predecessors) has served as investment adviser to Janus mutual funds since 1970 and currently serves as investment adviser to all of the Janus funds, acts as subadviser for a number of private-label mutual funds, and provides separate account advisory services for institutional accounts and other unregistered products.
Janus furnishes certain administration, compliance, and accounting services for your Fund and INTECH U.S. Managed Volatility Fund and is reimbursed by the Funds for certain of its costs in providing those services (to the extent Janus seeks reimbursement and such costs are not otherwise waived). In addition, employees of Janus and/or its affiliates may serve as officers of the Trust. Janus provides office space for each Fund. Some expenses related to compensation payable to the Janus funds’ Chief Compliance Officer and compliance staff are shared with the Janus funds. Each Fund also pays for salaries, fees, and expenses of certain Janus employees and Fund officers, with respect to certain specified administration functions they perform on behalf of the Janus funds. The Janus funds pay these costs based on out-of-pocket expenses incurred by Janus, and these costs are separate and apart from advisory fees and other expenses paid in connection with the investment advisory services Janus provides to the Funds.
Management Expenses
Each Fund pays Janus an investment advisory fee and incurs expenses, including distribution and shareholder servicing fees (12b-1 fee), administrative services fees payable pursuant to the Transfer Agency Agreement, any other transfer agent and custodian fees and expenses, legal and auditing fees, printing and mailing costs of sending reports and other information to existing shareholders, and Independent Trustees’ fees and expenses. Each Fund’s investment advisory fee is calculated daily and paid
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monthly. Each Fund’s advisory agreement details the investment advisory fee and other expenses that each Fund must pay. Janus pays INTECH a subadvisory fee from its investment advisory fee for managing the Funds.
The following table reflects each Fund’s contractual investment advisory fee rate (expressed as an annual rate), as well as the actual investment advisory fee rate paid by each Fund to Janus (gross and net of fee waivers). The rate shown is a fixed rate based on each Fund’s average daily net assets. The investment advisory fee rate is aggregated to include all investment advisory fees paid by each Fund.
Fund Name
Average Daily Net
Assets of the Fund
Contractual
Investment
Advisory Fee (%)
(annual rate)
Actual Investment
Advisory Fee Rate(1)
(%) (for the fiscal
year ended June 30,
2014
)
Your Fund
All Asset Levels
0.50 0.50
INTECH U.S. Managed Volatility Fund
All Asset Levels
0.50 0.50
(1)
Janus Capital has agreed to waive its investment advisory fee and/or reimburse Fund expenses to the extent that each Fund’s total annual fund operating expenses (excluding the distribution and shareholder servicing fees, administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes, acquired fund fees and expenses, and extraordinary expenses) exceed certain levels until at least November 1, 2015. Application of the expense waivers and their effect on annual fund operating expenses is reflected, when applicable, under Total Annual Fund Operating Expenses After Fee Waiver in the table in the “Comparison of Fees and Expenses” section of this Prospectus/Information Statement, and additional information is included under “Expense Limitations.” The waivers are not reflected in the contractual fee rates shown.
A discussion regarding the basis for the Trustees’ approval of the Funds’ investment advisory agreements and subadvisory agreements is included in each Fund’s annual or semiannual report to shareholders. You can request the Funds’ annual or semiannual reports (as they become available), free of charge, by contacting your plan sponsor, broker-dealer, or financial intermediary, or by contacting a Janus representative at 1-877-335-2687. The reports are also available, free of charge, at janus.com/info.
Subadviser
INTECH Investment Management LLC (“INTECH”) serves as subadviser to the Funds. INTECH (together with its predecessors), CityPlace Tower, 525 Okeechobee Boulevard, Suite 1800, West Palm Beach, Florida 33401, also serves as investment adviser or subadviser to other U.S. registered and unregistered investment companies, offshore investment funds, and other institutional accounts and registered investment companies. As subadviser, INTECH provides day-to-day management of the investment operations of the INTECH Funds. Janus Capital owns approximately 97% of INTECH.
Investment Personnel
A team of INTECH investment professionals consisting of Adrian Banner, Vassilios Papathanakos, Joseph W. Runnels, and Phillip Whitman works together to implement INTECH’s mathematical investment process. No one person of the investment team is primarily responsible for implementing the investment strategies of the Funds.
Adrian Banner, Ph.D., has been Chief Executive Officer since November 2012 and Chief Investment Officer since January 2012. Dr. Banner, previously Co-Chief Investment Officer from January 2009 to December 2011, Senior Investment Officer from September 2007 to January 2009, and Director of Research from August 2002 to August 2007, joined INTECH in August 2002. He received his Ph.D. in Mathematics from Princeton University and holds a M.Sc. and a B.Sc. in Mathematics from the University of New South Wales, Australia. Dr. Banner has delivered lectures on the stability of market capitalization at a number of academic and professional conferences. Dr. Banner implements the optimization process and supervises implementation of the portfolio management and trading process. He conducts mathematical research on the investment process and reviews and recommends improvements.
Vassilios Papathanakos, Ph.D., has been Deputy Chief Investment Officer since November 2012. Dr. Papathanakos, previously Director of Research from July 2007 to November 2012, joined INTECH in October 2006 as Associate Director of Research. He received his Ph.D. in Physics from Princeton University and holds a B.S. in Physics from the University of Ioannina, Greece. Dr. Papathanakos taught at Princeton University, at the undergraduate and graduate level. Dr. Papathanakos lectured on both theoretical and applied aspects of investing at a number of academic and professional conferences. Dr. Papathanakos implements the optimization process and collaborates in the execution of portfolio management and trading. He conducts mathematical research within the framework of Stochastic Portfolio Theory.
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Joseph W. Runnels, CFA, has been Vice President of Portfolio Management since March 2003. Mr. Runnels joined INTECH in June 1998. Mr. Runnels holds a B.S. in Business Administration from Murray State University. Mr. Runnels implements the day-to-day portfolio management and trading process for client portfolios. He also handles brokerage relationships and supervises the daily execution of trading for client accounts. Mr. Runnels holds the Chartered Financial Analyst designation.
Phillip Whitman, Ph.D., has been Director of Research since November 2012. Dr. Whitman joined INTECH in November 2010 as Associate Director of Research. Prior to joining INTECH, Dr. Whitman was enrolled in the Ph.D. program (mathematics) at Princeton University from 2005 through November 2010, where he also served as a Course Instructor (2008) and Assistant Instructor (2009) for Multivariable Calculus. He received his Ph.D. in Mathematics from Princeton University and holds a B.S. in Mathematics from the University of Texas. Dr. Whitman collaborates on theoretical and applied aspects of the mathematical investment process.
Each Fund’s SAI, dated October 28, 2014, each of which is incorporated by reference herein, provides information about the investment personnel’s compensation structure and other accounts managed, as well as the range of their individual ownership of securities of the specific Fund(s) they manage and the aggregate range of their individual ownership in all mutual funds advised by Janus Capital.
Pricing of Fund Shares
The Funds calculate their respective net asset value per share (“NAV”) once each business day at the close of the regular trading session of the NYSE (normally 4:00 p.m. Eastern time). For additional information about calculation of NAV, please refer to Appendix C.
Purchase of Fund Shares
A detailed description of INTECH U.S. Managed Volatility Fund’s policy with respect to purchases is available in Appendix C.
Redemption of Fund Shares
A detailed description of INTECH U.S. Managed Volatility Fund’s policy with respect to redemptions is available in Appendix C.
Dividends and Distributions
A detailed description of INTECH U.S. Managed Volatility Fund’s policy with respect to dividends and distributions is available in Appendix C.
Frequent Purchases and Redemptions
A detailed description of INTECH U.S. Managed Volatility Fund’s policies with respect to frequent trading of Fund shares is available in Appendix C.
Tax Consequences
A detailed description of the federal income tax consequences of buying, holding, exchanging, and selling INTECH U.S. Managed Volatility Fund’s shares is available in Appendix C.
Distribution Arrangements
A detailed description of INTECH U.S. Managed Volatility Fund’s distribution arrangements is available in Appendix C.
For a description of your Fund’s policies with respect to purchases, redemptions, dividends and distributions, frequent trading of Fund shares, tax consequences of buying, holding, exchanging and selling Fund shares, and distribution arrangements, refer to your Fund’s Prospectus, which is incorporated by reference herein, and available upon request without charge.
Liquidation/Merger of a Fund
It is important to know that, pursuant to the Trust’s Trust Instrument, the Trustees have the authority to merge, liquidate, and/or reorganize a Fund into another fund without seeking shareholder vote or consent.
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Trustees and Officers
The following individuals comprise the Board of Trustees of the Trust: Alan A. Brown, William D. Cvengros, William F. McCalpin, James T. Rothe, William D. Stewart, and Linda S. Wolf. Each Trustee is independent of Janus Capital, Janus Distributors, and the Trust. The officers of the Trust are disclosed in each Fund’s SAI, which is incorporated herein by reference and has been filed with the SEC.
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP, 1900 16th Street, Suite 1600, Denver, Colorado 80202, the Independent Registered Public Accounting Firm for the Funds, audits the Funds’ annual financial statements and compiles their tax returns.
ADDITIONAL INFORMATION
Share Ownership
The following table shows the number of outstanding shares and net assets of each impacted class of your Fund and INTECH U.S. Managed Volatility Fund as of December 26, 2014.
Fund
Total Number of Shares
Outstanding
Net Assets
Your Fund
– Class A Shares
484,894.825 $ 10,674,534
– Class C Shares
186,469.722 $ 3,957,780
– Class S Shares
551,223.497 $ 12,109,991
– Class I Shares
8,962,156.292 $ 195,778,482
– Class T Shares
3,073,503.230 $ 66,869,888
Total 13,258,247.566 $  289,390,675
INTECH U.S. Managed Volatility Fund
– Class A Shares
159,554.573 $ 1,638,444
– Class C Shares
57,403.080 $ 580,574
– Class S Shares
6,480.252 $ 66,347
– Class I Shares
2,596,122.990 $ 26,570,967
– Class N Shares
3,509,055.961 $ 35,798,385
– Class T Shares
2,053,323.260 $ 20,841,332
Total 8,381,940.116 $ 85,496,049
As of December 31, 2014, the officers and Trustees as a group owned less than 1% of the outstanding shares of any class of your Fund. In addition, the officers and Trustees as a group owned less than 1% of the outstanding shares of any class of INTECH U.S. Managed Volatility Fund. As of December 31, 2014, the percentage ownership of any person or entity owning 5% or more of the outstanding shares of any class of the Funds is listed below. In addition, the percentage ownership of any person or entity owning 25% or more of the outstanding shares of any class of the Funds is listed below. Any person or entity who owns, directly or through one or more controlled companies, more than 25% of the voting securities of a company is presumed to “control” such company. Accordingly, to the extent that a person is identified as the beneficial owner of more than 25% of a Fund, or is identified as the record owner of more than 25% of a Fund and has voting and/or investment powers, that person may be presumed to control such Fund. A controlling person’s vote could have a more significant effect on matters presented to shareholders for approval than the vote of other Fund shareholders. In addition, a large redemption by a controlling person could significantly reduce the asset size of a Fund, which may adversely affect the Fund’s investment flexibility, portfolio diversification, and expense ratio.
To the best knowledge of the Trust, as of December 31, 2014, no other person or entity owned beneficially more than 5% of the outstanding shares of any class of the Funds, except as shown. Additionally, to the best knowledge of the Trust, except for Janus Capital’s or Janus Capital Group Inc.’s (“JCGI”) ownership in a Fund, no other person or entity beneficially owned 25% or more of the outstanding shares of any class of the Funds, except as shown. To the extent that Janus Capital or an affiliate owns a significant portion of the shares of any class of a Fund or a Fund as a whole, the redemption of those shares may have an adverse effect on the Fund, a share class, and/or its shareholders. Janus Capital may consider the effect of redemptions on the Fund and the Fund’s other shareholders in deciding whether to redeem its shares. In certain circumstances, Janus Capital’s or JCGI’s ownership may not represent beneficial ownership. To the best knowledge of the Trust, other entities shown as owning more than 25% of the outstanding shares of a class of a Fund are not the beneficial owners of such shares, unless otherwise indicated.
28

Name of Fund and Class
Name and Address of Beneficial Owner
Number of
Shares
Percent of
Fund
INTECH U.S. Managed Volatility Fund
Class A Shares
American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
59,738 37.43%
Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
30,889 19.35%
Morgan Stanley & Co
Jersey City, NJ
22,442 14.06%
Pershing LLC
Jersey City, NJ
17,635 11.05%
State Street Corporation Trustee
FBO ADP Access
Boston, MA
17,389 10.89%
INTECH U.S. Managed Volatility Fund II
Class A Shares
Hartford Life Insurance Company
Separate Account
Hartford, CT
82,985 17.16%
American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
79,832 16.51%
Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
66,715 13.79%
Mid Atlantic Trust Company
FBO MG Engineering DPC 401K Profit Sharing Plan & Trust
Pittsburgh, PA
32,539 6.73%
INTECH U.S. Managed Volatility Fund
Class C Shares
Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
74,315 72.33%
American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
13,192 12.84%
Pershing LLC
Jersey City, NJ
6,174 6.01%
Robert W Baird & Co Inc.
Account XXXX-XXXX
Milwaukee, WI
6,000 5.84%
INTECH U.S. Managed Volatility Fund II
Class C Shares
Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
67,806 36.55%
First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
41,121 22.17%
American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
27,576 14.87%
UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
10,125 5.46%
29

Name of Fund and Class
Name and Address of Beneficial Owner
Number of
Shares
Percent of
Fund
INTECH U.S. Managed Volatility Fund
Class I Shares
National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
1,384,524 52.11%
Lincoln Retirement Services Company
FBO Blanchard Valley Hth Sys 403B
Fort Wayne, IN
873,039 32.86%
Benefit Trust Company As Ttee
For Globe Metallurgical Inc. Pension Plan
Overland Park, KS
172,055 6.48%
INTECH U.S. Managed Volatility Fund II
Class I Shares
Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
1,981,080 22.15%
Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
1,551,364 17.34%
National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
1,244,750 13.91%
Enloe Medical Center
Chico, CA
788,868 8.82%
Janus Global Allocation Fund – Moderate
INTECH U.S. Mgd Volatility II
Denver, CO
602,431 6.73%
Janus Global Allocation Fund – Growth
INTECH U.S. Mgd Volatility II
Denver, CO
588,573 6.58%
Janus Global Allocation Fund – Conservative
INTECH U.S. Mgd Volatility II
Denver, CO
479,688 5.36%
INTECH U.S. Managed Volatility Fund
Class N Shares
Janus Global Allocation Fund – Moderate
INTECH U.S. Managed Volatility
Denver, CO
1,342,425 38.25%
Janus Global Allocation Fund – Growth
INTECH U.S. Managed Volatility
Denver, CO
1,285,505 36.63%
Janus Global Allocation Fund – Conservative
INTECH U.S. Managed Volatility
Denver, CO
833,608 23.75%
INTECH U.S. Managed Volatility Fund
Class S Shares
Janus Capital Group Inc.
Denver, CO
6,480 100%*
*
This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.
30

Name of Fund and Class
Name and Address of Beneficial Owner
Number of
Shares
Percent of
Fund
INTECH U.S. Managed Volatility Fund II
Class S Shares
American United Life Insurance Co
Unit Investment Trust
Indianapolis, IN
328,284 59.99%
American United Life Insurance Co
Group Retirement Annuity
Indianapolis, IN
65,619 11.99%
Charles Schwab & Co Inc.
Special Custody Account
FBO Institutional Client Accounts
San Francisco, CA
57,871 10.57%
Frontier Trust Co
FBO Transwood Employees’ Ret Plan XXXXXX
Fargo, ND
46,208 8.44%
Nationwide Trust Company FSB
Columbus, OH
29,171 5.33%
INTECH U.S. Managed Volatility Fund
Class T Shares
Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
1,951,572 95.82%
INTECH U.S. Managed Volatility Fund II
Class T Shares
Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
2,869,881 93.49%
Copies of Fund Information
To avoid sending duplicate copies of materials to certain households, your Fund may mail only one copy of each report or this Prospectus/Information Statement to shareholders having the same last name and address on the Fund’s records. The consolidation of these mailings benefits the Fund through reduced mailing expenses.
By order of the Board of Trustees,
Bruce L. Koepfgen
Chief Executive Officer and President of
Janus Investment Fund
31

APPENDIX A​
FORM OF AGREEMENT AND PLAN OF REORGANIZATION
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this [     ] day of [        , 2015] by Janus Investment Fund, a Massachusetts business trust (the “Trust”), on behalf of INTECH U.S. Managed Volatility Fund II, a series of the Trust (the “Target Fund”), and INTECH U.S. Managed Volatility Fund, a series of the Trust (the “Acquiring Fund,” and collectively with the Target Fund, the “Funds”).
All references in this Agreement to action taken by the Target Fund or the Acquiring Fund shall be deemed to refer to action taken by the Trust on behalf of the respective portfolio series.
This Agreement is intended to be and is adopted as a plan of reorganization within the meaning of Section 368(a) of the United States Internal Revenue Code of 1986, as amended (the “Code”). The reorganization (the “Reorganization”) will consist of the transfer by the Target Fund of all or substantially all of its assets to the Acquiring Fund, in exchange solely for Class A, Class C, Class I, Class S, Class N, and Class T voting shares of beneficial interest in the Acquiring Fund (the “Acquiring Fund Shares”) having an aggregate net asset value equal to the aggregate net asset value of the same class of shares of the Target Fund, the assumption by the Acquiring Fund of all the liabilities of the Target Fund, and the distribution of the Class A, Class C, Class I, Class S, Class N, and Class T Acquiring Fund Shares to the shareholders of the Target Fund in complete liquidation of the Target Fund, all upon the terms and conditions hereinafter set forth in this Agreement.
WHEREAS, the Board of Trustees of the Trust has determined that it is in the best interest of each of the Target Fund and the Acquiring Fund that the assets of the Target Fund be acquired by the Acquiring Fund pursuant to this Agreement and in accordance with the applicable statutes of the Commonwealth of Massachusetts, and that the interests of existing shareholders of the Funds will not be diluted as a result of this transaction;
NOW, THEREFORE, in consideration of the premises and of the covenants and agreements hereinafter set forth, the parties hereto covenant and agree as follows:
1.
1.1   Subject to the terms and conditions herein set forth, (i) the Target Fund shall transfer all or substantially all of its assets, as set forth in paragraph 1.2, to the Acquiring Fund, (ii) the Acquiring Fund shall deliver to the Target Fund full and fractional Class A, Class C, Class I, Class S, Class N, and Class T Acquiring Fund Shares, in each case, having an aggregate net asset value equal to the value of the aggregate net assets of the same class of shares of the Target Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the “Closing Date”) and (iii) the Acquiring Fund shall assume all liabilities of the Target Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the “Closing”).
1.2   The assets of the Target Fund to be acquired by the Acquiring Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Fund as of the Closing. The Acquiring Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Target Fund of any kind, whether absolute, accrued, contingent or otherwise in existence as of the Closing.
1.3   The Target Fund will distribute pro rata to its shareholders of record, determined as of immediately after the close of business on the Closing Date (the “Current Shareholders”), the Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares received by the Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares then credited to the accounts of the Target Fund on the books of the Acquiring Fund to open accounts on the share records of the Acquiring Fund in the names of the Class A, Class C, Class I, Class S, Class, Class N, and Class T Current Shareholders, respectively, and representing the pro rata number of the Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares due to such shareholders. All issued and outstanding shares of the Target Fund will simultaneously be canceled on the books of the Trust. The Acquiring Fund shall not issue certificates representing the Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares will be shown on the books of the Trust’s transfer agent. As soon as practicable after the Closing, but in no event later than 12 months after the Closing Date, the Trust shall take all steps necessary to effect a complete liquidation and dissolution pursuant to applicable state law of the Target Fund.
A-1

2.
CLOSING AND CLOSING DATE
2.1   The Closing Date shall be [            , 2015], or such other date as the parties may agree to in writing. All acts taking place at the Closing shall be deemed to take place simultaneously as of immediately after the close of business on the Closing Date unless otherwise agreed to by the parties. The close of business on the Closing Date shall be as of the close of regular session trading on the New York Stock Exchange. The Closing shall be held at the offices of Janus Capital Management LLC (“JCM”), 151 Detroit Street, Denver, Colorado 80206-4805, or at such other time and/or place as the parties may agree.
2.2   The Trust shall cause Janus Services LLC (the “Transfer Agent”), transfer agent of the Target Fund, to deliver at the Closing a certificate of an authorized officer stating that its records contain the names and addresses of the Current Shareholders and the number, class, and percentage ownership of outstanding shares of the Target Fund owned by each such shareholder immediately prior to the Closing. The Acquiring Fund shall issue and deliver a confirmation evidencing the Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares to be credited on the Closing Date to the Secretary of the Trust or provide evidence satisfactory to the Trust that such Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares have been credited to the accounts of the Target Fund on the books of the Acquiring Fund. At the Closing, each party shall deliver to the other such bills of sales, checks, assignments, share certificates, if any, receipts or other documents as such other party or its counsel may reasonably request.
3.
REPRESENTATIONS AND WARRANTIES
3.1   The Trust, on behalf of the Target Fund, hereby represents and warrants to the Acquiring Fund as follows:
(i) the Trust is duly organized and existing under its Amended and Restated Agreement and Declaration of Trust (the “Declaration of Trust”) and the laws of the Commonwealth of Massachusetts as a voluntary association with transferable shares of beneficial interest commonly referred to as a “Massachusetts business trust;”
(ii) the Trust has full power and authority to execute, deliver and carry out the terms of this Agreement on behalf of the Target Fund;
(iii) the execution and delivery of this Agreement on behalf of the Target Fund and the consummation of the transactions contemplated hereby are duly authorized and no other proceedings on the part of the Trust or the shareholders of the Target Fund are necessary to authorize this Agreement and the transactions contemplated hereby;
(iv) this Agreement has been duly executed by the Trust on behalf of the Target Fund and constitutes its valid and binding obligation, enforceable in accordance with its terms, subject to applicable bankruptcy, reorganization, insolvency, moratorium and other rights affecting creditors’ rights generally, and general equitable principles;
(v) neither the execution and delivery of this Agreement by the Trust on behalf of the Target Fund, nor the consummation by the Trust on behalf of the Target Fund of the transactions contemplated hereby, will conflict with, result in a breach or violation of or constitute (or with notice, lapse of time or both) a breach of or default under, the Declaration of Trust or the Amended and Restated Bylaws of the Trust (Bylaws), as each may be amended, or any statute, regulation, order, judgment or decree, or any instrument, contract or other agreement to which the Trust is a party or by which the Trust or any of its assets is subject or bound;
(vi) the unaudited statement of assets and liabilities of the Target Fund as of the Closing Date, determined in accordance with generally accepted accounting principles consistently applied from the prior audited period, accurately reflects all liabilities of the Target Fund as of the Closing;
(vii) no authorization, consent or approval of any governmental or other public body or authority or any other party is necessary for the execution and delivery of this Agreement by the Trust on behalf of the Target Fund or the consummation of any transactions contemplated hereby by the Trust, other than as shall be obtained at or prior to the Closing;
(viii) all federal, state, local, and other tax returns and reports of the Target Fund required by law to be filed by it (taking into account permitted extensions for filing) have been timely filed and are complete and correct in all material respects. All federal, state, local, and other taxes of the Target Fund required to be paid (whether or not shown on any such return or report) have been paid, or provision shall have been made for the payment thereof and any such unpaid taxes are properly reflected on the financial statements referred to in subparagraph 3.1(vi) above. To the best of the Target Fund’s knowledge, no tax authority is currently auditing or preparing to audit the Target Fund, and no assessment for taxes, interest, additions to tax or penalties has been asserted against the Target Fund; and
A-2

(ix) For each taxable year of its operations (including the taxable year ending on the Closing Date), the Target Fund has been or will be treated as a separate corporation for federal income tax purposes pursuant to Section 851(g) of the Code, has met or will meet the requirements of Subchapter M of the Code for qualification as a regulated investment company and has elected to be treated as such, has been and will be eligible to compute and has computed and will compute its federal income tax under Section 852 of the Code, and will have distributed on or prior to the Closing Date all of its investment company taxable income (determined without regard to the deduction for dividends paid), the excess of its interest income excludable from gross income under Section 103(a) of the Code over its deductions disallowed under Sections 265 and 171(a)(2) of the Code, and its net capital gain (as such terms are defined in the Code) that has accrued or will accrue on or prior to the Closing Date.
3.2   The Trust, on behalf of the Acquiring Fund, hereby represents and warrants to the Target Fund as follows:
(i) the Trust is duly organized and existing under its Declaration of Trust and the laws of the Commonwealth of Massachusetts as a voluntary association with transferable shares of beneficial interest commonly referred to as a “Massachusetts business trust;”
(ii) the Trust has full power and authority to execute, deliver and carry out the terms of this Agreement on behalf of the Acquiring Fund;
(iii) the execution and delivery of this Agreement on behalf of the Acquiring Fund and the consummation of the transactions contemplated hereby are duly authorized and no other proceedings on the part of the Trust or the shareholders of the Acquiring Fund are necessary to authorize this Agreement and the transactions contemplated hereby;
(iv) this Agreement has been duly executed by the Trust on behalf of the Acquiring Fund and constitutes its valid and binding obligation, enforceable in accordance with its terms, subject to applicable bankruptcy, reorganization, insolvency, moratorium and other rights affecting creditors’ rights generally, and general equitable principles;
(v) neither the execution and delivery of this Agreement by the Trust on behalf of the Acquiring Fund, nor the consummation by the Trust on behalf of the Acquiring Fund of the transactions contemplated hereby, will conflict with, result in a breach or violation of or constitute (or with notice, lapse of time or both constitute) a breach of or default under, the Declaration of Trust or the Bylaws of the Trust, as each may be amended, or any statute, regulation, order, judgment or decree, or any instrument, contract or other agreement to which the Trust is a party or by which the Trust or any of its assets is subject or bound;
(vi) the net asset value per share of a Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares as of the close of regular session trading on the New York Stock Exchange on the Closing Date reflects all liabilities of the Acquiring Fund as of that time and date;
(vii) no authorization, consent or approval of any governmental or other public body or authority or any other party is necessary for the execution and delivery of this Agreement by the Trust on behalf of the Acquiring Fund or the consummation of any transactions contemplated hereby by the Trust, other than as shall be obtained at or prior to the Closing;
(viii) all federal, state, local, and other tax returns and reports of the Acquiring Fund required by law to be filed by it (taking into account permitted extensions for filing) have been timely filed and are complete and correct in all material respects. All federal, state, local, and other taxes of the Acquiring Fund required to be paid (whether or not shown on any such return or report) have been paid or provision shall have been made for their payment and any such unpaid taxes are properly reflected in the liabilities referred to in subparagraph 3.2(vi) above. To the best of the Acquiring Fund’s knowledge, no tax authority is currently auditing or preparing to audit the Acquiring Fund, and no assessment for taxes, interest, additions to tax or penalties has been asserted against the Acquiring Fund; and
(ix) For each taxable year of its operations, the Acquiring Fund has been treated as a separate corporation for federal income tax purposes pursuant to Section 851(g) of the Code, has met the requirements of Subchapter M of the Code for qualification as a regulated investment company and has elected to be treated as such, has been eligible to compute and has computed its federal income tax under Section 852 of the Code. In addition, the Acquiring Fund will satisfy each of the foregoing with respect to its taxable year that includes the Closing Date.
A-3

4.
CONDITIONS PRECEDENT
4.1   The obligations of the Trust on behalf of the Target Fund and the Trust on behalf of the Acquiring Fund to effectuate the Reorganization shall be subject to the satisfaction of the following conditions:
(i) The Trust shall have filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form N-14 under the Securities Act of 1933, as amended (the “Securities Act”) and such amendment or amendments thereto as are determined by the Board of Trustees of the Trust and/or the officers of the Trust to be necessary and appropriate to effect the registration of the Class A, Class C, Class I, Class S, Class N and Class T Acquiring Fund Shares (the “Registration Statement”), and the Registration Statement shall have become effective, and no stop-order suspending the effectiveness of the Registration Statement shall have been issued, and no proceeding for that purpose shall have been initiated or threatened by the Commission (and not withdrawn or terminated);
(ii) The Class A, Class C, Class I, Class S, Class N, and Class T Acquiring Fund Shares shall have been duly qualified for offering to the public in all states in which such qualification is required for consummation of the transactions contemplated hereunder;
(iii) All representations and warranties of the Trust on behalf of the Target Fund contained in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing, with the same force and effect as if then made, and the Trust on behalf of the Acquiring Fund shall have received a certificate of an officer of the Trust acting on behalf of the Target Fund to that effect in form and substance reasonably satisfactory to the Trust on behalf of the Acquiring Fund;
(iv) All representations and warranties of the Trust on behalf of the Acquiring Fund contained in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing, with the same force and effect as if then made, and the Trust on behalf of the Target Fund shall have received a certificate of an officer of the Trust acting on behalf of the Acquiring Fund to that effect in form and substance reasonably satisfactory to the Trust on behalf of the Target Fund;
(v) The Trust shall have received the opinion of Vedder Price, P.C. substantially to the effect that, based upon certain facts, assumptions, and representations, the transaction contemplated by this Agreement shall constitute a “reorganization” within the meaning of Section 368(a)(1) of the Code. No opinion will be expressed as to (a) the effect of the Reorganization on the Target Fund, the Acquiring Fund, or any Target Fund shareholder with respect to any asset (including without limitation any stock held in a passive foreign investment company as defined in Section 1297(a) of the Code) as to which any unrealized gain or loss is required to be recognized under federal income tax principles (i) at the end of a taxable year (or on the termination thereof) or (ii) upon the transfer of such asset regardless of whether such transfer would otherwise be a non-taxable transaction under the Code, or (b) any other federal tax issues (except those set forth above) and all state, local, or foreign tax issues of any kind. Such opinion shall be based on customary assumptions and such representations as Vedder Price, P.C. may reasonably request of the Funds, and the Target Fund and the Acquiring Fund will cooperate to make and certify the accuracy of such representations. Notwithstanding anything herein to the contrary, neither the Acquiring Fund nor the Target Fund may waive the condition set forth in this paragraph 4.1(v);
(vi) the Target Fund shall have declared and paid a dividend or dividends which, together with all previous such dividends, shall have the effect of distributing to its shareholders at least all of the Target Fund’s investment company taxable income for all taxable periods ending on or before the Closing Date (computed without regard to any deduction for dividends paid), if any, plus the excess of its interest income excludible from gross income under Section 103(a) of the Code, if any, over its deductions disallowed under Sections 265 and 171(a)(2) of the Code for all taxable periods ending on or before the Closing Date and all of its net capital gains realized in all taxable periods ending on or before the Closing Date (after reduction for any available capital loss carryforward).
5.
TAX STATUS OF REORGANIZATION
The intention of the parties is that the Reorganization will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of the Target Fund, the Acquiring Fund, or the Trust shall take any action, or cause any action to be taken (including, without limitation, the filing of any tax return), that is inconsistent with such treatment or results in the failure of the transaction to qualify as a reorganization within the meaning of Section 368(a) of the Code. At or prior to the Closing, the Target Fund, the Acquiring Fund, and the Trust will take such action, or cause such action to be taken, as is reasonably necessary to enable counsel to render the tax opinion contemplated herein in paragraph 4.1(v).
A-4

6.
EXPENSES
6.1   JCM agrees that it will bear all costs and expenses of the Reorganization; provided, however, that each of the Acquiring Fund and the Target Fund will each pay any brokerage commissions, dealer mark-ups and similar expenses that it may incur in connection with the purchases or sale of portfolio securities.
6.2   Notwithstanding the foregoing, expenses will in any event be paid by the party directly incurring such expenses if and to the extent that the payment by another party of such expenses would result in the disqualification of the Target Fund or the Acquiring Fund, as the case may be, as a regulated investment company within the meaning of Section 851 of the Code.
7.
ENTIRE AGREEMENT
The Trust agrees on behalf of each of the Target Fund and the Acquiring Fund that this Agreement constitutes the entire agreement between the parties.
8.
TERMINATION
This Agreement and the transactions contemplated hereby may be terminated and abandoned by resolution of the Board of Trustees of the Trust at any time prior to the Closing Date, if circumstances should develop that, in the opinion of the Board of Trustees of the Trust, make proceeding with the Agreement inadvisable.
9.
AMENDMENTS
This Agreement may be amended, modified or supplemented in such manner as may be mutually agreed upon in writing by the parties.
10.
NOTICES
Any notice, report, statement or demand required or permitted by any provisions of this Agreement shall be in writing and shall be given by prepaid telegraph, telecopy or certified mail addressed to the parties hereto at their principal place of business.
11.
HEADINGS; COUNTERPARTS; GOVERNING LAW; ASSIGNMENT; LIMITATION OF LIABILITY
11.1   The Article and paragraph headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
11.2   This Agreement may be executed in any number of counterparts each of which shall be deemed an original.
11.3   This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts.
11.4   This Agreement shall bind and inure to the benefit of the parties hereto and their respective successors and assigns, but no assignment or transfer hereof or of any rights or obligations hereunder shall be made by any party without the written consent of the other party. Nothing herein expressed or implied is intended or shall be construed to confer upon or give any person, firm or corporation, other than the parties hereto and their respective successors and assigns, any rights or remedies under or by reason of this Agreement.
11.5   It is expressly agreed that the obligations of the Trust hereunder shall not be binding upon any of the Trustees, consultants, shareholders, nominees, officers, agents or employees of the Trust personally, but shall bind only the trust property of the Trust, as provided in the Declaration of Trust. The execution and delivery by such officers of the Trust shall not be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the trust property of the Trust as provided in the Declaration of Trust. The Trust is a series company with multiple series and has entered into this Agreement on behalf of each of the Target Fund and the Acquiring Fund.
11.6   The sole remedy of a party hereto for a breach of any representation or warranty made in this Agreement by the other party shall be an election by the non-breaching party not to complete the transactions contemplated herein.
A-5

IN WITNESS WHEREOF, the undersigned has caused this Agreement to be executed as of the date set forth above.
ATTEST JANUS INVESTMENT FUND
For and on behalf of the Target Fund
Name: By:
Name:
Title:
ATTEST JANUS INVESTMENT FUND
For and on behalf of the Acquiring Fund
Name: By:
Name:
Title:
A-6

APPENDIX B​
INVESTMENT POLICIES AND RESTRICTIONS
Fundamental Investment Policies and Restrictions:
The Funds are subject to certain fundamental policies and restrictions that may not be changed without shareholder approval. Shareholder approval means approval by the lesser of: (i) more than 50% of the outstanding voting securities of the Trust (or a particular Fund or particular class of shares if a matter affects just that Fund or that class of shares) or (ii) 67% or more of the voting securities present at a meeting if the holders of more than 50% of the outstanding voting securities of the Trust (or a particular Fund or class of shares) are present or represented by proxy. The following policies are fundamental policies of the Funds.
(1) With respect to 75% of its total assets, a Fund may not purchase securities of an issuer (other than the U.S. Government, its agencies, instrumentalities or authorities, or repurchase agreements collateralized by U.S. Government securities, and securities of other investment companies) if: (a) such purchase would, at the time, cause more than 5% of the Fund’s total assets taken at market value to be invested in the securities of such issuer or (b) such purchase would, at the time, result in more than 10% of the outstanding voting securities of such issuer being held by the Fund.
Each Fund may not:
(2) Invest 25% or more of the value of its total assets in any particular industry (other than U.S. Government securities).
(3) Purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this limitation shall not prevent a Fund from purchasing or selling foreign currencies, options, futures, swaps, forward contracts, or other derivative instruments, or from investing in securities or other instruments backed by physical commodities).
(4) Lend any security or make any other loan if, as a result, more than one-third of a Fund’s total assets would be lent to other parties (but this limitation does not apply to investments in repurchase agreements, commercial paper, debt securities, or loans, including assignments and participation interests).
(5) Act as an underwriter of securities issued by others, except to the extent that a Fund may be deemed an underwriter in connection with the disposition of its portfolio securities.
(6) Borrow money except that a Fund may borrow money for temporary or emergency purposes (not for leveraging or investment). Borrowings from banks will not, in any event, exceed one-third of the value of a Fund’s total assets (including the amount borrowed). This policy shall not prohibit short sales transactions, or futures, options, swaps, or forward transactions. The Funds may not issue “senior securities” in contravention of the 1940 Act.
(7) Invest directly in real estate or interests in real estate; however, a Fund may own debt or equity securities issued by companies engaged in those businesses.
As a fundamental policy, a Fund may, notwithstanding any other investment policy or limitation (whether or not fundamental), invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies, and limitations as such Fund.
The Trustees have adopted additional investment restrictions for the Funds. These restrictions are operating policies of the Funds and may be changed by the Trustees without shareholder approval. The additional restrictions adopted by the Trustees to date include the following:
(1) If a Fund is an approved underlying fund in a Janus fund of funds, the Fund may not acquire the securities of other investment companies or registered unit investment trusts in excess of the limits of Section 12(d)(1) of the 1940 Act in reliance on subparagraph (F) or subparagraph (G) of Section 12(d)(1).
(2) The Funds may sell securities short if they own or have the right to obtain securities equivalent in kind and amount to the securities sold short without the payment of any additional consideration therefor (“short sales against the box”). In addition, each Fund may engage in short sales other than against the box, which involve selling a security that a Fund borrows and does not own. The Trustees may impose limits on a Fund’s investments in short sales, as described in this Prospectus/Information Statement. Transactions in futures, options, swaps, and forward contracts not involving short sales are not deemed to constitute selling securities short.
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(3) The Funds do not intend to purchase securities on margin, except that the Funds may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments and other deposits in connection with transactions involving short sales, futures, options, swaps, forward contracts, and other permitted investment techniques shall not be deemed to constitute purchasing securities on margin.
(4) A Fund may not mortgage or pledge any securities owned or held by such Fund in amounts that exceed, in the aggregate, 15% of that Fund’s net asset value, provided that this limitation does not apply to: reverse repurchase agreements; deposits of assets to margin; guarantee positions in futures, options, swaps, or forward contracts; or the segregation of assets in connection with such contracts.
(5) The Funds do not currently intend to purchase any security or enter into a repurchase agreement if, as a result, more than 15% of their respective net assets would be invested in repurchase agreements not entitling the holder to payment of principal and interest within seven days and in securities that are illiquid by virtue of legal or contractual restrictions on resale or the absence of a readily available market. The Trustees, or the Funds’ investment adviser acting pursuant to authority delegated by the Trustees, may determine that a readily available market exists for: securities eligible for resale pursuant to Rule 144A under the Securities Act of 1933, as amended (“Rule 144A Securities”), or any successor to such rule; Section 4(2) commercial paper; and municipal lease obligations. Accordingly, such securities may not be subject to the foregoing limitation. Certain securities previously deemed liquid may become illiquid in any subsequent assessment of liquidity factors affecting the security.
(6) The Funds may not invest in companies for the purpose of exercising control of management.
Under the terms of an exemptive order received from the SEC, each Fund may borrow money from or lend money to other funds that permit such transactions and for which Janus Capital or one of its affiliates serves as investment adviser. All such borrowing and lending will be subject to the above limits and to the limits and other conditions in such exemptive order. A Fund will borrow money through the program only when the costs are equal to or lower than the cost of bank loans. Interfund loans and borrowings normally extend overnight, but can have a maximum duration of seven days. A Fund will lend through the program only when the returns are higher than those available from other short-term instruments (such as repurchase agreements). A Fund may have to borrow from a bank at a higher interest rate if an interfund loan is called or not renewed. Any delay in repayment to a lending Fund could result in a lost investment opportunity or additional borrowing costs.
For purposes of these investment restrictions, the identification of the issuer of a municipal obligation depends on the terms and conditions of the security. When assets and revenues of a political subdivision are separate from those of the government that created the subdivision and the security is backed only by the assets and revenues of the subdivision, the subdivision is deemed to be the sole issuer. Similarly, in the case of an industrial development bond, if the bond is backed only by assets and revenues of a nongovernmental user, then the nongovernmental user would be deemed to be the sole issuer. If, however, in either case, the creating government or some other entity guarantees the security, the guarantee would be considered a separate security that would be treated as an issue of the guaranteeing entity.
For purposes of the Funds’ fundamental policy related to investments in real estate, the policy does not prohibit the purchase of securities directly or indirectly secured by real estate or interests therein, or issued by entities that invest in real estate or interests therein, such as, but not limited to, corporations, partnerships, real estate investment trusts (“REITs”), and other REIT-like entities, such as foreign entities that have REIT characteristics.
For purposes of each Fund’s policies on investing in particular industries, effective December 2013, each Fund relies primarily on industry or industry group classifications under the Global Industry Classification Standard (“GICS”) developed by MSCI with respect to equity investments and classifications published by Barclays for fixed-income investments. Funds with both equity and fixed-income components will rely on industry classifications published by Bloomberg L.P. To the extent that the above classifications are so broad that the primary economic characteristics in a single class are materially different, a Fund may further classify issuers in accordance with industry classifications consistent with relevant SEC staff interpretations. The Funds may change any source used for determining industry classifications without prior shareholder notice or approval.
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APPENDIX C​
ADDITIONAL INFORMATION ABOUT INTECH U.S. MANAGED VOLATILITY FUND
With certain limited exceptions, the Fund is generally available only to shareholders residing in the United States and employees of Janus or its affiliates. For purposes of this policy, the Fund requires that a shareholder and/or entity be a U.S. citizen residing in the United States or a U.S. Territory (including overseas U.S. military or diplomatic addresses) or a resident alien residing in the United States or a U.S. Territory with a valid U.S. Taxpayer Identification Number to open an account with the Fund.
The Fund offers multiple classes of shares in order to meet the needs of various types of investors.
Class A Shares and Class C Shares are offered through financial intermediary platforms including, but not limited to, traditional brokerage platforms, mutual fund wrap fee programs, bank trust platforms, and retirement platforms. Class A Shares may be offered without an initial sales charge through certain retirement platforms and through certain financial intermediary platforms, including but not limited to, fee-based broker-dealers or financial advisors, primarily on their wrap account platform(s) where such broker-dealer or financial advisor imposes additional fees for services connected to the wrap account. Class A Shares pay up to 0.25% of net assets to financial intermediaries for the provision of distribution services and/or shareholder services on behalf of their clients. Class C Shares pay up to 0.75% of net assets for payment to financial intermediaries for the provision of distribution services and up to 0.25% of net assets for the provision of shareholder services on behalf of their clients. In addition, Class A Shares and Class C Shares pay financial intermediaries for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided to shareholders.
Class S Shares are offered through financial intermediary platforms including, but not limited to, retirement platforms and asset allocation, mutual fund wrap, or other discretionary or nondiscretionary fee-based investment advisory programs. In addition, Class S Shares may be available through certain financial intermediaries who have an agreement with Janus Capital or its affiliates to offer the shares on their supermarket platforms. Class S Shares pay up to 0.25% of net assets to financial intermediaries for the provision of distribution services and/or shareholder services and up to 0.25% of net assets for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided to or on behalf of their clients.
Class I Shares are available through certain financial intermediary platforms including, but not limited to, mutual fund wrap fee programs, managed account programs, asset allocation programs, bank trust platforms, as well as certain retirement platforms. Class I Shares pay financial intermediaries for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided to shareholders. Class I Shares are also available to certain direct institutional investors including, but not limited to, corporations, certain retirement plans, public plans and foundations/endowments.
Class N Shares are generally available only to financial intermediaries purchasing on behalf of 401(k) plans, 457 plans, 403(b) plans, Taft-Hartley multi-employer plans, profit-sharing and money purchase pension plans, defined benefit plans and nonqualified deferred compensation plans. Class N Shares also are available to Janus Capital proprietary products. Class N Shares are not available to retail non-retirement accounts, traditional or Roth individual retirement accounts (“IRAs”), Coverdell Education Savings Accounts, SEPs, SARSEPs, SIMPLE IRAs, or 529 college savings plans.
Class T Shares are available through certain financial intermediary platforms including, but not limited to, mutual fund wrap fee programs, managed account programs, asset allocation programs, bank trust platforms, as well as certain retirement platforms. In addition, Class T Shares may be available through certain financial intermediaries who have an agreement with Janus Capital or its affiliates to offer the shares on their supermarket platforms. Class T Shares pay up to 0.25% of net assets to financial intermediaries for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided to shareholders.
The shares are not offered directly to individual investors. Consult with your financial intermediary representative for additional information on whether the shares are an appropriate investment choice. Certain funds may not be available through certain of these intermediaries and not all financial intermediaries offer all classes of shares. If your financial intermediary offers more than one class of shares, you should carefully consider which class of shares to purchase. Certain classes have higher expenses than other classes, which may lower the return on your investment. For instructions on how to purchase, exchange, or redeem shares, contact your financial intermediary or refer to your plan documents. For Class I Shares held directly with Janus, please contact a Janus representative at 1-800-333-1181.
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PRICING OF FUND SHARES
The per share NAV for each class is computed by dividing the total value of assets allocated to the class, less liabilities allocated to that class, by the total number of outstanding shares of the class. The Fund’s NAV is calculated as of the close of the regular trading session of the New York Stock Exchange (“NYSE”) (normally 4:00 p.m. New York time) each day that the NYSE is open (“business day”). However, the NAV may be calculated earlier if trading on the NYSE is restricted, or as permitted by the SEC. Foreign securities held by the Fund may be traded on days and at times when the NYSE is closed and the NAV is therefore not calculated. Accordingly, the value of the Fund’s holdings may change on days that are not business days in the United States and on which you will not be able to purchase or redeem the Fund’s shares.
The price you pay for purchases of shares is the public offering price, which is the NAV next determined after your request is received in good order by the Fund or its agents, plus, for Class A Shares, any applicable initial sales charge. The price you pay to sell shares is also the NAV, although for Class A Shares and Class C Shares, a contingent deferred sales charge may be taken out of the proceeds. Your financial intermediary may charge you a separate or additional fee for processing purchases and redemptions of shares. In order to receive a day’s price, your order must be received in good order by the Fund or its agents by the close of the regular trading session of the NYSE.
Securities held by the Fund are valued in accordance with policies and procedures established by and under the supervision of the Trustees. To the extent available, equity securities are generally valued on the basis of market quotations. Most fixed-income securities are typically valued using an evaluated bid price supplied by a pricing service that is intended to reflect market value. The evaluated bid price is an evaluation that may consider factors such as security prices, yields, maturities, and ratings. Certain short-term instruments maturing within 60 days or less are valued at amortized cost, which approximates market value. If a market quotation or evaluated price for a security is not readily available or is deemed unreliable, or if an event that is expected to affect the value of the security occurs after the close of the principal exchange or market on which the security is traded, and before the close of the NYSE, a fair value of the security will be determined in good faith under the policies and procedures. Such events include, but are not limited to: (i) a significant event that may affect the securities of a single issuer, such as a merger, bankruptcy, or significant issuer-specific development; (ii) an event that may affect an entire market, such as a natural disaster or significant governmental action; (iii) a non-significant event such as a market closing early or not opening, or a security trading halt; and (iv) pricing of a non-valued security and a restricted or non-public security. This type of fair value pricing may be more commonly used with foreign equity securities, but it may also be used with, among other things, thinly-traded domestic securities or fixed-income securities. Special valuation considerations may apply with respect to “odd-lot” fixed-income transactions which, due to their small size, may receive evaluated prices by pricing services which reflect a large block trade and not what actually could be obtained for the odd-lot position. For valuation purposes, quotations of foreign portfolio securities, other assets and liabilities, and forward contracts stated in foreign currency are generally translated into U.S. dollar equivalents at the prevailing market rates. The Fund uses systematic fair valuation models provided by independent pricing services to value foreign equity securities in order to adjust for stale pricing, which may occur between the close of certain foreign exchanges and the close of the NYSE.
Due to the subjective nature of systematic fair value pricing, the Fund’s value for a particular security may be different from the last quoted market price. Systematic fair value pricing may reduce arbitrage activity involving the frequent buying and selling of mutual fund shares by investors seeking to take advantage of a perceived lag between a change in the value of the Fund’s portfolio securities and the reflection of such change in the Fund’s NAV, as further described in the “Excessive Trading” section of this Prospectus/Information Statement. While funds that invest in foreign securities may be at a greater risk for arbitrage activity, such activity may also arise in funds which do not invest in foreign securities, for example, when trading in a security held by a fund is halted and does not resume prior to the time the fund calculates its NAV (referred to as “stale pricing”). Funds that hold thinly-traded securities, such as certain small-capitalization securities or high-yield fixed-income securities, may be subject to attempted use of arbitrage techniques. To the extent that the Fund’s valuation of a security is different from the security’s market value, short-term arbitrage traders buying and/or selling shares of the Fund may dilute the NAV of the Fund, which negatively impacts long-term shareholders. The Fund’s fair value pricing and excessive trading policies and procedures may not completely eliminate short-term trading in certain omnibus accounts and other accounts traded through intermediaries.
The value of the securities of other open-end funds held by the Fund, if any, will be calculated using the NAV of such open-end funds, and the prospectuses for such open-end funds explain the circumstances under which they use fair value pricing and the effects of using fair value pricing.
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All purchases, exchanges, redemptions, or other account activity must be processed through your financial intermediary or plan sponsor. Your financial intermediary or plan sponsor is responsible for promptly transmitting purchase, redemption, and other requests to the Fund under the arrangements made between your financial intermediary or plan sponsor and its customers. The Fund is not responsible for the failure of any financial intermediary or plan sponsor to carry out its obligations to its customers.
CHOOSING A SHARE CLASS
Class A Shares, Class C Shares, Class S Shares, Class I Shares, Class N Shares, and Class T Shares are offered by this Prospectus/Information Statement. The Fund offers multiple classes of shares in order to meet the needs of various types of investors. For more information about these classes of shares and whether or not you are eligible to purchase these shares, please call 1-877-335-2687.
Each class represents an interest in the same portfolio of investments, but has different charges and expenses, allowing you to choose the class that best meets your needs. For an analysis of fees associated with an investment in each share class or other similar funds, please visit www.finra.org/fundanalyzer. When choosing a share class, you should consider:

how much you plan to invest;

how long you expect to own the shares;

the expenses paid by each class; and

for Class A Shares and Class C Shares, whether you qualify for any reduction or waiver of any sales charges.
You should also consult your financial intermediary about which class is most suitable for you. In addition, you should consider the factors below with respect to each class of shares:
Class A Shares
Initial sales charge on purchases Up to 5.75%(1)

reduction of initial sales charge for purchases of  $50,000 or more

initial sales charge waived for purchases of  $1 million or more
Deferred sales charge (CDSC) None except on certain redemptions of shares purchased without an initial sales charge(1)
Administrative fees Pays administrative, networking or omnibus fees to certain intermediaries, and out-of-pocket costs to Janus Services
Minimum initial investment $2,500
Maximum purchase None
Minimum aggregate account balance None
12b-1 fee 0.25% annual distribution/service fee
Class C Shares
Initial sales charge on purchases None
Deferred sales charge (CDSC) 1.00% on Shares redeemed within 12 months of purchase(1)
Administrative fees Pays administrative, networking or omnibus fees to certain intermediaries, and out-of-pocket costs to Janus Services
Minimum initial investment $2,500
Maximum purchase $500,000
Minimum aggregate account balance None
12b-1 fee 1.00% annual fee (up to 0.75% distribution fee and up to 0.25% shareholder servicing fee)
Class S Shares
Initial sales charge on purchases None
Deferred sales charge (CDSC) None
Administrative services fees 0.25%
Minimum initial investment $2,500
Maximum purchase None
Minimum aggregate account balance None
12b-1 fee 0.25% annual distribution/service fee
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Class I Shares
Initial sales charge on purchases None
Deferred sales charge (CDSC) None
Administrative fees Pays administrative, networking or omnibus fees to certain intermediaries, and out-of-pocket costs to Janus Services
Minimum initial investment

institutional investors (investing directly with Janus)
$1,000,000

through an intermediary institution
$2,500
Maximum purchase None
Minimum aggregate account balance None
12b-1 fee None
Class N Shares
Initial sales charge on purchases None
Deferred sales charge (CDSC) None
Administrative fees Pays administrative fees to Janus Capital or Janus Services
Minimum initial investment None
Maximum purchase None
Minimum aggregate account balance None
12b-1 fee None
Class T Shares
Initial sales charge on purchases None
Deferred sales charge (CDSC) None
Administrative services fees 0.25%
Minimum initial investment $2,500
Maximum purchase None
Minimum aggregate account balance None
12b-1 fee None
(1)
May be waived under certain circumstances.
DISTRIBUTION, SERVICING, AND ADMINISTRATIVE FEES
Distribution and Shareholder Servicing Plans
Under separate distribution and shareholder servicing plans adopted in accordance with Rule 12b-1 under the 1940 Act for Class A Shares and Class S Shares (each a “Plan”) and Class C Shares (the “Class C Plan”), the Fund pays Janus Distributors LLC (“Janus Distributors”), the Trust’s distributor, a fee for the sale and distribution and/or shareholder servicing of the shares based on the average daily net assets of each, at the following annual rates:
Class
12b-1 Fee for the Fund
Class A Shares 0.25%
Class C Shares 1.00%(1)
Class S Shares 0.25%
(1)
Up to 0.75% of this fee is for distribution services and up to 0.25% of this fee is for shareholder services.
Under the terms of each Plan, the Trust is authorized to make payments to Janus Distributors for remittance to retirement plan service providers, broker-dealers, bank trust departments, financial advisors, and other financial intermediaries, as compensation for distribution and/or shareholder services performed by such entities for their customers who are investors in the Fund.
Janus Distributors is entitled to retain all fees paid under the Class C Plan for the first 12 months on any investment in Class C Shares to recoup its expenses with respect to the payment of commissions on sales of Class C Shares. Financial intermediaries will become eligible for compensation under the Class C Plan beginning in the 13th month following the purchase of Class C Shares, although Janus Distributors may, pursuant to a written agreement between Janus Distributors and a particular financial intermediary, pay such financial intermediary 12b-1 fees prior to the 13th month following the purchase of Class C Shares.
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Financial intermediaries may from time to time be required to meet certain criteria in order to receive 12b-1 fees. Janus Distributors is entitled to retain some or all fees payable under each Plan in certain circumstances, including when there is no broker of record or when certain qualification standards have not been met by the broker of record.
Because 12b-1 fees are paid out of the Fund’s assets on an ongoing basis, over time they will increase the cost of your investment and may cost you more than paying other types of sales charges.
Administrative Fees
Class A Shares, Class C Shares, and Class I Shares
Certain, but not all, intermediaries may charge fees for administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided by intermediaries on behalf of shareholders of the Fund. Order processing includes the submission of transactions through the National Securities Clearing Corporation (“NSCC”) or similar systems, or those processed on a manual basis with Janus. Other shareholder services may include the provision of order confirmations, periodic account statements, forwarding prospectuses, shareholder reports, and other materials to existing customers, and answering inquiries regarding accounts. Janus Services pays these administrative fees to intermediaries on behalf of the Fund. Janus Services is then reimbursed by the Fund for such payments. Because the form and amount charged varies by intermediary, the amount of the administrative fee borne by the class is an average of all fees charged by intermediaries. In the event an intermediary receiving payments from Janus Services on behalf of the Fund converts from a networking structure to an omnibus account structure, or otherwise experiences increased costs, fees borne by the shares may increase. The Fund’s Trustees have set limits on fees that the Fund may incur with respect to administrative fees paid for omnibus or networked accounts. Such limits are subject to change by the Trustees in the future. Janus Services also seeks reimbursement for costs it incurs as transfer agent and for providing servicing.
Class S Shares and Class T Shares
Janus Services, the Trust’s transfer agent, receives an administrative services fee at an annual rate of 0.25% of the average daily net assets of Class S Shares and Class T Shares of the Fund for providing, or arranging for the provision by intermediaries of, administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided on behalf of shareholders of the Fund. Order processing includes the submission of transactions through the NSCC or similar systems, or those processed on a manual basis with Janus. Other shareholder services may include the provision of order confirmations, periodic account statements, forwarding prospectuses, shareholder reports, and other materials to existing customers, and answering inquiries regarding accounts. Janus Services expects to use all or a significant portion of this fee to compensate intermediaries and retirement plan service providers for providing these services to their customers who invest in the Fund. Janus Services or its affiliates may also pay fees for services provided by intermediaries to the extent the fees charged by intermediaries exceed the 0.25% of net assets charged to the Fund.
PAYMENTS TO FINANCIAL INTERMEDIARIES BY JANUS CAPITAL OR ITS AFFILIATES
From their own assets, Janus Capital or its affiliates may pay selected brokerage firms or other financial intermediaries that sell certain classes of shares of the Janus funds for distribution, marketing, promotional, or related services. Such payments may be based on gross sales, assets under management, or transactional charges, or on a combination of these factors. The amount of these payments is determined from time to time by Janus Capital, may be substantial, and may differ for different financial intermediaries. Payments based primarily on sales create an incentive to make new sales of shares, while payments based on assets create an incentive to retain previously sold shares. Sales- and asset-based payments currently range up to 25 basis points on sales and up to 20 basis points on average annual net assets of shares held through the intermediary and are subject to change. Payments based on transactional charges may include the payment or reimbursement of all or a portion of  “ticket charges.” Ticket charges are fees charged to salespersons purchasing through a financial intermediary firm in connection with mutual fund purchases, redemptions, or exchanges. The payment or reimbursement of ticket charges creates an incentive for salespersons of an intermediary to sell shares of Janus funds over shares of funds for which there is lesser or no payment or reimbursement of any applicable ticket charge. Payments made with respect to certain classes of shares may create an incentive for an intermediary to promote or favor other share classes of the Janus funds. Janus Capital and its affiliates consider a number of factors in making payments to financial intermediaries, including the distribution capabilities of the intermediary, the overall quality of the relationship, expected gross and/or net sales generated by the relationship, redemption and retention rates of assets held through the intermediary, the willingness of the intermediary to cooperate with Janus Capital’s marketing efforts, access to sales personnel, and the anticipated profitability of sales through the institutional relationship. These factors may change from time to time. Currently, the payments mentioned above are limited to Class A Shares, Class C Shares, and for certain financial intermediaries with advisory
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platforms, Class I Shares, and only for the top 100 distributors (measured by sales or expected sales of shares of the Janus funds). Broker-dealer firms currently receiving or expected to receive these fees are listed in the Fund’s SAI, which is incorporated by reference herein.
In addition, for all share classes (except Class N Shares, if applicable), Janus Capital, Janus Distributors, or their affiliates may pay fees, from their own assets, to brokerage firms, banks, financial advisors, retirement plan service providers, and other financial intermediaries for providing other marketing or distribution-related services, as well as recordkeeping, subaccounting, transaction processing, and other shareholder or administrative services (including payments for processing transactions via NSCC or other means) in connection with investments in the Janus funds. These fees are in addition to any fees that may be paid by the Janus funds for these types of services or other services.
Janus Capital or its affiliates may also share certain marketing expenses with intermediaries, or pay for, or sponsor informational meetings, seminars, client awareness events, support for marketing materials, sales reporting, or business building programs for such financial intermediaries to raise awareness of the Fund. Janus Capital or its affiliates may make payments to participate in intermediary marketing support programs which may provide Janus Capital or its affiliates with one or more of the following benefits: attendance at sales conferences, participation in meetings or training sessions, access to or information about intermediary personnel, use of an intermediary’s marketing and communication infrastructure, fund analysis tools, business planning and strategy sessions with intermediary personnel, information on industry- or platform-specific developments, trends and service providers, and other marketing-related services. Such payments may be in addition to, or in lieu of, the payments described above. These payments are intended to promote the sales of Janus funds and to reimburse financial intermediaries, directly or indirectly, for the costs that they or their salespersons incur in connection with educational seminars, meetings, and training efforts about the Janus funds to enable the intermediaries and their salespersons to make suitable recommendations, provide useful services, and maintain the necessary infrastructure to make the Janus funds available to their customers.
The receipt of  (or prospect of receiving) payments, reimbursements, and other forms of compensation described above may provide a financial intermediary and its salespersons with an incentive to favor sales of Janus funds’ shares over sales of other mutual funds (or non-mutual fund investments) or to favor sales of one class of Janus funds’ shares over sales of another Janus funds’ share class, with respect to which the financial intermediary does not receive such payments or receives them in a lower amount. The receipt of these payments may cause certain financial intermediaries to elevate the prominence of the Janus funds within such financial intermediary’s organization by, for example, placement on a list of preferred or recommended funds and/or the provision of preferential or enhanced opportunities to promote the Janus funds in various ways within such financial intermediary’s organization.
From time to time, certain financial intermediaries approach Janus Capital to request that Janus Capital make contributions to certain charitable organizations. In these cases, Janus Capital’s contribution may result in the financial intermediary, or its salespersons, recommending Janus funds over other mutual funds (or non-mutual fund investments).
The payment arrangements described above will not change the price an investor pays for shares nor the amount that a Janus fund receives to invest on behalf of the investor. However, as described elsewhere in this Prospectus/Information Statement, your financial adviser and/or his or her firm may also receive 12b-1 fees and/or administrative services fees in connection with your purchase and retention of Janus funds. When such fees are combined with the payments described above, the aggregate payments being made to a financial intermediary may be substantial. You should consider whether such arrangements exist when evaluating any recommendations from an intermediary to purchase or sell shares of the Fund and, if applicable, when considering which share class of the Fund is most appropriate for you. Please contact your financial intermediary or plan sponsor for details on such arrangements.
PURCHASES
With certain limited exceptions, the Fund is generally available only to shareholders residing in the United States. Unless you meet certain residency eligibility requirements, you may not be able to open an account or buy additional shares.
With the exception of Class I Shares, purchases of shares may generally be made only through institutional channels such as financial intermediaries and retirement platforms. Class I Shares may be purchased directly with the Fund in certain circumstances as described in the “Minimum Investment Requirements” section. Contact your financial intermediary, a Janus representative (1-800-333-1181) if you hold Class I Shares directly with Janus, or refer to your plan documents for information on how to invest in the Fund, including additional information on minimum initial or subsequent investment requirements. Under certain circumstances, the Fund may permit an in-kind purchase of shares. Your financial intermediary may charge you a separate or additional fee for processing purchases of shares. Only certain financial intermediaries are authorized to receive purchase orders on the Fund’s behalf. As discussed under “Payments to financial intermediaries by Janus Capital or its affiliates,” Janus Capital and its
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affiliates may make payments to brokerage firms or other financial intermediaries that were instrumental in the acquisition or retention of shareholders for the Fund or that provide services in connection with investments in the Fund. You should consider such arrangements when evaluating any recommendation of the Fund.
The Fund reserves the right to reject any purchase order, including exchange purchases, for any reason. The Fund is not intended for excessive trading. For more information about the Fund’s policy on excessive trading, refer to “Excessive Trading.”
In compliance with the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“USA PATRIOT Act”), your financial intermediary (or Janus if you hold shares directly with Janus) is required to verify certain information on your account application as part of its Anti-Money Laundering Program. You will be required to provide your full name, date of birth, social security number, and permanent street address to assist in verifying your identity. You may also be asked to provide documents that may help to establish your identity. Until verification of your identity is made, your financial intermediary may temporarily limit additional share purchases. In addition, your financial intermediary may close an account if it is unable to verify a shareholder’s identity. Please contact your financial intermediary if you need additional assistance when completing your application or additional information about the intermediary’s Anti-Money Laundering Program.
In an effort to ensure compliance with this law, Janus’ Anti-Money Laundering Program (the “Program”) provides for the development of internal practices, procedures and controls, designation of anti-money laundering compliance officers, an ongoing training program, and an independent audit function to determine the effectiveness of the Program.
Minimum Investment Requirements
Class A Shares, Class C Shares, Class S Shares, and Class T Shares
The minimum investment is $2,500 per Fund account for non-retirement accounts and $500 per Fund account for certain tax-deferred accounts or UGMA/UTMA accounts. Investors in a defined contribution plan through a third party administrator should refer to their plan document or contact their plan administrator for additional information. In addition, accounts held through certain wrap programs may not be subject to these minimums. Investors should refer to their intermediary for additional information.
The maximum purchase in Class C Shares is $500,000 for any single purchase. The sales charge and expense structure of Class A Shares may be more advantageous for investors purchasing more than $500,000 of Fund shares.
Class I Shares
The minimum investment is $1 million for institutional investors investing directly with Janus. Institutional investors generally may meet the minimum investment amount by aggregating multiple accounts within the same Fund. Accounts offered through an intermediary institution must meet the minimum investment requirements of  $2,500 per Fund account for non-retirement accounts and $500 per Fund account for certain tax-deferred accounts or UGMA/UTMA accounts. Directors, officers, and employees of JCGI and its affiliates, as well as Trustees and officers of the Fund, may purchase Class I Shares through certain financial intermediaries’ institutional platforms. For more information about this program and eligibility requirements, please contact a Janus representative at 1-800-333-1181. Exceptions to these minimums may apply for certain tax-deferred, tax-qualified and retirement plans, and accounts held through certain wrap programs. For additional information, contact your intermediary, plan sponsor, administrator, or a Janus representative, as applicable.
Class N Shares
Investors in a retirement plan through a third party administrator should refer to their plan documents or contact their plan administrator for information regarding account minimums.
Class A Shares, Class C Shares, Class S Shares, Class I Shares, and Class T Shares
The Fund reserves the right to annually request that intermediaries close Fund accounts that are valued at less than $100, other than as a result solely of depreciation in share value. Certain accounts held through intermediaries may not be subject to closure due to the policies of the intermediaries. You may receive written notice from your intermediary to increase your account balance to the required minimum to avoid having your account closed provided you meet certain residency eligibility requirements. If you hold Class I Shares directly with the Fund, you may receive written notice prior to the closure of your Fund account so that you may increase your account balance to the required minimum provided you meet certain residency eligibility requirements. Please note that you may incur a tax liability as a result of a redemption.
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The Fund reserves the right to change the amount of these minimums or maximums from time to time or to waive them in whole or in part.
Systematic Purchase Plan
You may arrange for periodic purchases by authorizing your financial intermediary (or a Janus representative if you hold Class I Shares directly with the Fund) to withdraw the amount of your investment from your bank account on a day or days you specify. Not all financial intermediaries offer this plan. Contact your financial intermediary or a Janus representative for details.
Initial Sales Charge
Class A Shares
An initial sales charge may apply to your purchase of Class A Shares of the Fund based on the amount invested, as set forth in the table below. The sales charge is allocated between Janus Distributors and your financial intermediary. Sales charges, as expressed as a percentage of offering price and as a percentage of your net investment, are shown in the table. The dollar amount of your initial sales charge is calculated as the difference between the public offering price and the net asset value of those shares. Since the offering price is calculated to two decimal places using standard rounding criteria, the number of shares purchased and the dollar amount of your sales charge as a percentage of the offering price and of your net investment may be higher or lower than the amounts set forth in the table depending on whether there was a downward or upward rounding.
Amount of Purchase at Offering Price
Class A Shares
Sales Charge as a
Percentage of
Offering Price(1)
Class A Shares
Sales Charge as a
Percentage of
Net Amount Invested
Under $50,000 5.75% 6.10%
$50,000 but under $100,000 4.50% 4.71%
$100,000 but under $250,000 3.50% 3.63%
$250,000 but under $500,000 2.50% 2.56%
$500,000 but under $1,000,000 2.00% 2.04%
$1,000,000 and above None(2) None
(1)
Offering Price includes the initial sales charge.
(2)
A contingent deferred sales charge of 1.00% may apply to Class A Shares purchased without an initial sales charge if redeemed within 12 months of purchase.
For purchases of Class A Shares of  $1,000,000 or greater, from its own assets, Janus Distributors may pay financial intermediaries commissions as follows:

1.00% on amounts from $1,000,000 to $4,000,000;

plus 0.50% on amounts greater than $4,000,000 to $10,000,000;

plus 0.25% on amounts over $10,000,000.
The purchase totals eligible for these commissions are aggregated on a rolling one year basis so that the rate payable resets to the highest rate annually.
Qualifying for a Reduction or Waiver of Class A Shares Sales Charge
You may be able to lower your Class A Shares sales charge under certain circumstances. For example, you can combine Class A Shares and Class C Shares you already own (either in this Fund or certain other Janus funds) with your current purchase of Class A Shares of the Fund and certain other Janus funds (including Class C Shares of those funds) to take advantage of the breakpoints in the sales charge schedule as set forth above. Certain circumstances under which you may combine such ownership of shares and purchases are described below. Contact your financial intermediary for more information.
Class A Shares of the Fund may be purchased without an initial sales charge by the following persons (and their spouses and children under 21 years of age): (i) registered representatives and other employees of intermediaries that have selling agreements with Janus Distributors to sell Class A Shares; (ii) directors, officers, and employees of JCGI and its affiliates; and (iii) Trustees and officers of the Trust. In addition, the initial sales charge may be waived on purchases of Class A Shares through financial intermediaries that have entered into an agreement with Janus Distributors that allows the waiver of the sales charge.
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In order to obtain a sales charge discount, you should inform your financial intermediary of other accounts in which there are Fund holdings eligible to be aggregated to meet a sales charge breakpoint. These other accounts may include the accounts described under “Aggregating Accounts.” You may need to provide documents such as account statements or confirmation statements to prove that the accounts are eligible for aggregation. The Letter of Intent described below requires historical cost information in certain circumstances. You should retain records necessary to show the price you paid to purchase Fund shares, as the Fund, its agents, or your financial intermediary may not retain this information.
Right of Accumulation.   You may purchase Class A Shares of the Fund at a reduced sales charge determined by aggregating the dollar amount of the new purchase (measured by the offering price) and the total prior day’s net asset value (net amount invested) of all Class A Shares of the Fund and of certain other classes (Class A Shares and Class C Shares of the Trust) of Janus funds then held by you, or held in accounts identified under “Aggregating Accounts,” and applying the sales charge applicable to such aggregate amount. In order for your purchases and holdings to be aggregated for purposes of qualifying for such discount, they must have been made through one financial intermediary and you must provide sufficient information to your financial intermediary at the time of purchase to permit verification that the purchase qualifies for the reduced sales charge. The right of accumulation is subject to modification or discontinuance at any time with respect to all shares purchased thereafter.
Letter of Intent.   You may obtain a reduced sales charge on Class A Shares by signing a Letter of Intent indicating your intention to purchase $50,000 or more of Class A Shares (including Class A Shares in other series of the Trust) over a 13-month period. The term of the Letter of Intent will commence upon the date you sign the Letter of Intent. You must refer to such Letter when placing orders. With regard to a Letter of Intent, the amount of investment for purposes of applying the sales load schedule includes (i) the historical cost (what you actually paid for the shares at the time of purchase, including any sales charges) of all Class A Shares acquired during the term of the Letter of Intent, minus (ii) the value of any redemptions of Class A Shares made during the term of the Letter of Intent. Each investment made during the period receives the reduced sales charge applicable to the total amount of the investment goal. A portion of shares purchased may be held in escrow to pay for any sales charge that may be applicable. If the goal is not achieved within the period, you must pay the difference between the sales charges applicable to the purchases made and the charges previously paid, or an appropriate number of escrowed shares will be redeemed. Please contact your financial intermediary to obtain a Letter of Intent application.
Aggregating Accounts.   To take advantage of lower Class A Shares sales charges on large purchases or through the exercise of a Letter of Intent or right of accumulation, investments made by you, your spouse, and your children under age 21 may be aggregated if made for your own account(s) and/or certain other accounts such as:

trust accounts established by the above individuals (or the accounts of the primary beneficiary of the trust if the person who established the trust is deceased);

solely controlled business accounts; and

single participant retirement plans.
To receive a reduced sales charge under rights of accumulation or a Letter of Intent, you must notify your financial intermediary of any eligible accounts that you, your spouse, and your children under age 21 have at the time of your purchase.
You may access information regarding sales loads, breakpoint discounts, and purchases of the Fund’s shares, free of charge, and in a clear and prominent format, on our website at janus.com/breakpoints, and by following the appropriate hyperlinks to the specific information.
Commission on Class C Shares
Janus Distributors may compensate your financial intermediary at the time of sale at a commission rate of 1.00% of the net asset value of the Class C Shares purchased. Service providers to qualified plans or other financial intermediaries will not receive this amount if they receive 12b-1 fees from the time of initial investment of assets in Class C Shares.
EXCHANGES
With certain limited exceptions, the Fund is generally available only to shareholders residing in the United States. Unless you meet certain residency eligibility requirements, the exchange privilege may not be available.
Contact your financial intermediary, a Janus representative (1-800-333-1181) if you hold Class I Shares directly with the Fund, or consult your plan documents to exchange into other funds in the Trust. Be sure to read the prospectus of the fund into which you are exchanging. An exchange from one fund to another is generally a taxable transaction (except for certain tax-deferred accounts).
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You may generally exchange shares of the Fund for shares of the same class of any other fund in the Trust offered through your financial intermediary or qualified plan.

You may also exchange shares of one class for another class of shares within the same fund, provided the eligibility requirements of the class of shares to be received are met. Same-fund exchanges will only be processed in instances where there is no contingent deferred sales charge (“CDSC”) on the shares to be exchanged and no initial sales charge on the shares to be received. The Fund’s fees and expenses differ between share classes. Please consider these differences prior to investing in another share class. Contact your financial intermediary or consult your plan documents for additional information.

You must meet the minimum investment amount for each fund.

The exchange privilege is not intended as a vehicle for short-term or excessive trading. The Fund may suspend or terminate your exchange privilege if you make more than one round trip in the Fund in a 90-day period and may bar future purchases in the Fund or any of the other Janus funds. The Fund will work with intermediaries to apply the Fund’s exchange limit. However, the Fund may not always have the ability to monitor or enforce the trading activity in such accounts. For more information about the Fund’s policy on excessive trading, refer to “Excessive Trading.”

The Fund reserves the right to reject any exchange request and to modify or terminate the exchange privilege at any time.
Waiver of Sales Charges
Class A Shares received through an exchange of Class A Shares of another fund of the Trust will not be subject to any initial sales charge of the Fund’s Class A Shares. Class A Shares or Class C Shares received through an exchange of Class A Shares or Class C Shares, respectively, of another fund of the Trust will not be subject to any applicable CDSC at the time of the exchange. Any CDSC applicable to redemptions of Class A Shares or Class C Shares will continue to be measured on the shares received by exchange from the date of your original purchase. For more information about the CDSC, please refer to “Redemptions.” While Class C Shares do not have any front-end sales charges, their higher annual fund operating expenses mean that over time, you could end up paying more than the equivalent of the maximum allowable front-end sales charge.
REDEMPTIONS
With certain limited exceptions, the Fund is generally available only to shareholders residing in the United States. Unless you meet certain residency eligibility requirements, once you close your account, you may not make additional investments in the Fund.
Redemptions, like purchases, may generally be effected only through financial intermediaries, retirement platforms, and by certain direct institutional investors holding Class I Shares. Please contact your financial intermediary, a Janus representative (1-800-333-1181) if you hold Class I Shares directly with the Fund, or refer to the appropriate plan documents for details. Your financial intermediary may charge a processing or service fee in connection with the redemption of shares.
Shares of the Fund may be redeemed on any business day on which the Fund’s NAV is calculated. Redemptions are duly processed at the NAV next calculated after your redemption order is received in good order by the Fund or its agents. Redemption proceeds, less any applicable CDSC for Class A Shares or Class C Shares, will normally be sent the business day following receipt of the redemption order.
The Fund reserves the right to postpone payment of redemption proceeds for up to seven calendar days. Additionally, the right to require the Fund to redeem its shares may be suspended, or the date of payment may be postponed beyond seven calendar days, whenever: (i) trading on the NYSE is restricted, as determined by the SEC, or the NYSE is closed (except for holidays and weekends); (ii) the SEC permits such suspension and so orders; or (iii) an emergency exists as determined by the SEC so that disposal of securities or determination of NAV is not reasonably practicable.
The Fund reserves the right to annually request that intermediaries close Fund accounts that are valued at less than $100, other than as a result solely of depreciation in share value. Certain accounts held through intermediaries may not be subject to closure due to the policies of the intermediaries. You may receive written notice from your intermediary to increase your account balance to the required minimum to avoid having your account closed provided you meet certain residency eligibility requirements. If you hold Class I Shares directly with the Fund, you may receive written notice prior to the closure of your Fund account so that you may increase your account balance to the required minimum provided you meet certain residency eligibility requirements. Please note that you may incur a tax liability as a result of a redemption.
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Large Shareholder Redemptions
Certain large shareholders, such as other funds, institutional investors, financial intermediaries, individuals, accounts, and Janus affiliates, may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these large shareholders of their holdings in the Fund may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments result in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, which may lead to an increase in the Fund’s expense ratio.
Redemptions In-Kind
Shares normally will be redeemed for cash, although the Fund retains the right to redeem some or all of its shares in-kind under unusual circumstances, in order to protect the interests of remaining shareholders, to accommodate a request by a particular shareholder that does not adversely affect the interests of the remaining shareholders, or in connection with the liquidation of a fund, by delivery of securities selected from its assets at its discretion. However, the Fund is required to redeem shares solely for cash up to the lesser of  $250,000 or 1% of the NAV of the Fund during any 90-day period for any one shareholder. Should redemptions by any shareholder exceed such limitation, the Fund will have the option of redeeming the excess in cash or in-kind. In-kind payment means payment will be made in portfolio securities rather than cash. If this occurs, the redeeming shareholder might incur brokerage or other transaction costs to convert the securities to cash, whereas such costs are borne by the Fund for cash redemptions.
While the Fund may pay redemptions in-kind, the Fund may instead choose to raise cash to meet redemption requests through the sale of fund securities or permissible borrowings. If the Fund is forced to sell securities at an unfavorable time and/or under unfavorable conditions, such sales may adversely affect the Fund’s NAV and may increase brokerage costs.
Systematic Withdrawal Plan
Class A Shares and Class C Shares
You may arrange for periodic redemptions of Class A Shares or Class C Shares by authorizing your financial intermediary to redeem a specified amount from your account on a day or days you specify. Any resulting CDSC may be waived through financial intermediaries that have entered into an agreement with Janus Distributors. The maximum annual rate at which shares subject to a CDSC may be redeemed, pursuant to a systematic withdrawal plan, without paying a CDSC, is 12% of the net asset value of the account. Certain other terms and minimums may apply. Not all financial intermediaries offer this plan. Contact your financial intermediary for details.
Class S Shares, Class I Shares, Class N Shares, and Class T Shares
You may arrange for periodic redemptions by authorizing your financial intermediary (or a Janus representative if you hold Class I Shares directly with the Fund) to redeem a specified amount from your account on a day or days you specify. Not all financial intermediaries offer this plan. Contact your financial intermediary or a Janus representative for details.
Contingent Deferred Sales Charge
Class A Shares and Class C Shares
A 1.00% CDSC may be deducted with respect to Class A Shares purchased without an initial sales charge if redeemed within 12 months of purchase, unless any of the CDSC waivers listed apply. A 1.00% CDSC will be deducted with respect to Class C Shares redeemed within 12 months of purchase, unless a CDSC waiver applies. The CDSC will be based on the lower of the original purchase price or the value of the redemption of the Class A Shares or Class C Shares redeemed, as applicable.
CDSC Waivers
There are certain cases in which you may be exempt from a CDSC charged to Class A Shares and Class C Shares. Among others, these include:

Upon the death or disability of an account owner;

Retirement plans and certain other accounts held through a financial intermediary that has entered into an agreement with Janus Distributors to waive CDSCs for such accounts;
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Retirement plan shareholders taking required minimum distributions;

The redemption of Class A Shares or Class C Shares acquired through reinvestment of Fund dividends or distributions;

The portion of the redemption representing appreciation as a result of an increase in NAV above the total amount of payments for Class A Shares or Class C Shares during the period during which the CDSC applied; or

If the Fund chooses to liquidate or involuntarily redeem shares in your account.
To keep the CDSC as low as possible, Class A Shares or Class C Shares not subject to any CDSC will be redeemed first, followed by shares held longest.
Reinstatement Privilege
After you have redeemed Class A Shares, you have a one-time right to reinvest the proceeds into Class A Shares of the same or another fund within 90 days of the redemption date at the current NAV (without an initial sales charge). You will not be reimbursed for any CDSC paid on your redemption of Class A Shares.
EXCESSIVE TRADING
Excessive Trading Policies and Procedures
The Trustees have adopted policies and procedures with respect to short-term and excessive trading of Fund shares (“excessive trading”). The Fund is intended for long-term investment purposes only, and the Fund will take reasonable steps to attempt to detect and deter short-term and excessive trading. Transactions placed in violation of the Fund’s exchange limits or excessive trading policies may be cancelled or revoked by the Fund by the next business day following receipt by the Fund. The trading history of accounts determined to be under common ownership or control within any of the Janus funds may be considered in enforcing these policies and procedures. As described below, however, the Fund may not be able to identify all instances of excessive trading or completely eliminate the possibility of excessive trading. In particular, it may be difficult to identify excessive trading in certain omnibus accounts and other accounts traded through intermediaries. By their nature, omnibus accounts, in which purchases and redemptions of the Fund’s shares by multiple investors are aggregated by the intermediary and presented to the Fund on a net basis, may effectively conceal the identity of individual investors and their transactions from the Fund and its agents. This makes the elimination of excessive trading in the accounts impractical without the assistance of the intermediary.
The Fund attempts to deter excessive trading through at least the following methods:

exchange limitations as described under “Exchanges;”

trade monitoring; and

fair valuation of securities as described under “Pricing of Fund Shares.”
Generally, a purchase and redemption of shares from the Fund (i.e., “round trip”) within 90 calendar days may result in enforcement of the Fund’s excessive trading policies and procedures with respect to future purchase orders, provided that the Fund reserves the right to reject any purchase request as explained above.
The Fund monitors for patterns of shareholder frequent trading and may suspend or permanently terminate the exchange privilege of any investor who makes more than one round trip in the Fund over a 90-day period, and may bar future purchases into the Fund and any of the other Janus funds by such investor. The Fund’s excessive trading policies generally do not apply to (i) a money market fund, although money market funds at all times reserve the right to reject any purchase request (including exchange purchases) for any reason without prior notice; (ii) transactions in the Janus funds by a Janus “fund of funds,” which is a fund that primarily invests in other Janus mutual funds; and (iii) identifiable transactions by certain funds of funds and asset allocation programs to realign portfolio investments with existing target allocations.
The Fund’s Trustees may approve from time to time a redemption fee to be imposed by any Janus fund, subject to 60 days’ notice to shareholders of that fund.
Investors who place transactions through the same financial intermediary on an omnibus basis may be deemed part of a group for the purpose of the Fund’s excessive trading policies and procedures and may be rejected in whole or in part by the Fund. The Fund, however, cannot always identify or reasonably detect excessive trading that may be facilitated by financial intermediaries or made difficult to identify through the use of omnibus accounts by those intermediaries that transmit purchase, exchange, and redemption orders to the Fund, and thus the Fund may have difficulty curtailing such activity. Transactions accepted by a financial intermediary in violation of the Fund’s excessive trading policies may be cancelled or revoked by the Fund by the next business day following receipt by the Fund.
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In an attempt to detect and deter excessive trading in omnibus accounts, the Fund or its agents may require intermediaries to impose restrictions on the trading activity of accounts traded through those intermediaries. Such restrictions may include, but are not limited to, requiring that trades be placed by U.S. mail, prohibiting future purchases by investors who have recently redeemed Fund shares, requiring intermediaries to report information about customers who purchase and redeem large amounts, and similar restrictions. The Fund’s ability to impose such restrictions with respect to accounts traded through particular intermediaries may vary depending on the systems’ capabilities, applicable contractual and legal restrictions, and cooperation of those intermediaries.
Certain transactions in Fund shares, such as periodic rebalancing through intermediaries (no more frequently than every 60 days) or those which are made pursuant to systematic purchase, exchange, or redemption programs generally do not raise excessive trading concerns and normally do not require application of the Fund’s methods to detect and deter excessive trading.
The Fund also reserves the right to reject any purchase request (including exchange purchases) by any investor or group of investors for any reason without prior notice, including, in particular, if the trading activity in the account(s) is deemed to be disruptive to the Fund. For example, the Fund may refuse a purchase order if the Fund’s investment personnel believe they would be unable to invest the money effectively in accordance with the Fund’s investment policies or the Fund would otherwise be adversely affected due to the size of the transaction, frequency of trading, or other factors.
The Fund’s policies and procedures regarding excessive trading may be modified at any time by the Fund’s Trustees.
Excessive Trading Risks
Excessive trading may present risks to the Fund’s long-term shareholders. Excessive trading into and out of the Fund may disrupt portfolio investment strategies, may create taxable gains to remaining Fund shareholders, and may increase Fund expenses, all of which may negatively impact investment returns for all remaining shareholders, including long-term shareholders.
Funds that invest in foreign securities may be at a greater risk for excessive trading. Investors may attempt to take advantage of anticipated price movements in securities held by a fund based on events occurring after the close of a foreign market that may not be reflected in the fund’s NAV (referred to as “price arbitrage”). Such arbitrage opportunities may also arise in funds which do not invest in foreign securities, for example, when trading in a security held by a fund is halted and does not resume prior to the time the fund calculates its NAV (referred to as “stale pricing”). Funds that hold thinly-traded securities, such as certain small-capitalization securities, may be subject to attempted use of arbitrage techniques. To the extent that the Fund’s valuation of a security differs from the security’s market value, short-term arbitrage traders may dilute the NAV of the Fund, which negatively impacts long-term shareholders. Although the Fund has adopted valuation policies and procedures intended to reduce the Fund’s exposure to price arbitrage, stale pricing, and other potential pricing inefficiencies, under such circumstances there is potential for short-term arbitrage trades to dilute the value of Fund shares.
Although the Fund takes steps to detect and deter excessive trading pursuant to the policies and procedures described in the Fund’s Prospectus and approved by the Trustees, there is no assurance that these policies and procedures will be effective in limiting excessive trading in all circumstances. For example, the Fund may be unable to completely eliminate the possibility of excessive trading in certain omnibus accounts and other accounts traded through intermediaries. Omnibus accounts may effectively conceal the identity of individual investors and their transactions from the Fund and its agents. This makes the Fund’s identification of excessive trading transactions in the Fund through an omnibus account difficult and makes the elimination of excessive trading in the account impractical without the assistance of the intermediary. Although the Fund encourages intermediaries to take necessary actions to detect and deter excessive trading, some intermediaries may be unable or unwilling to do so, and accordingly, the Fund cannot eliminate completely the possibility of excessive trading.
Shareholders that invest through an omnibus account should be aware that they may be subject to the policies and procedures of their financial intermediary with respect to excessive trading in the Fund.
AVAILABILITY OF PORTFOLIO HOLDINGS INFORMATION
The Mutual Fund Holdings Disclosure Policies and Procedures adopted by Janus Capital and all mutual funds managed within the Janus fund complex are designed to be in the best interests of the funds and to protect the confidentiality of the funds’ portfolio holdings. The following describes policies and procedures with respect to disclosure of portfolio holdings.

Full Holdings.   The Fund is required to disclose its complete holdings in the quarterly holdings report on Form N-Q within 60 days of the end of the first and third fiscal quarters, and in the annual report and semiannual report to Fund shareholders. These reports (i) are available on the SEC’s website at http://www.sec.gov; (ii) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (information on the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iii) are available without charge, upon request, by calling a Janus representative at
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1-800-525-0020 (toll free). Portfolio holdings (excluding derivatives, short positions, and other investment positions) consisting of at least the names of the holdings are generally available on a calendar quarter-end basis with a 60-day lag. Holdings are generally posted approximately two business days thereafter under Full Holdings for the Fund at janus.com/info.
The Fund may provide, upon request, historical full holdings at any time subject to a written confidentiality agreement.

Top Holdings.   The Fund’s top portfolio holdings, consisting of security names only in alphabetical order and aggregate percentage of the Fund’s total portfolio, are available monthly with a 15-day lag and on a calendar quarter-end basis with a 15-day lag.

Other Information.   The Fund may occasionally provide security breakdowns (e.g., industry, sector, regional, market capitalization, and asset allocation) and specific portfolio level performance attribution information and statistics monthly with a 15-day lag and on a calendar quarter-end basis with a 15-day lag.
Full portfolio holdings will remain available on the Janus websites at least until a Form N-CSR or Form N-Q is filed with the SEC for the period that includes the date as of which the website information is current. Funds disclose their short positions, if applicable, only to the extent required in regulatory reports. Janus Capital may exclude from publication on its websites all or any portion of portfolio holdings or change the time periods of disclosure as deemed necessary to protect the interests of the Janus funds. Under extraordinary circumstances, exceptions to the Mutual Fund Holdings Disclosure Policies and Procedures may be made by Janus Capital’s Chief Investment Officer(s) or their delegates. All exceptions shall be preapproved by the Chief Compliance Officer or his designee. Such exceptions may be made without prior notice to shareholders. A summary of the Fund’s portfolio holdings disclosure policies and procedures, which includes a discussion of any exceptions, is contained in the Fund’s SAI, which is incorporated herein.
SHAREHOLDER COMMUNICATIONS
Statements and Reports
Your financial intermediary or plan sponsor (or Janus, if you hold Class I Shares directly with the Fund) is responsible for sending you periodic statements of all transactions, along with trade confirmations and tax reporting, as required by applicable law.
Your financial intermediary or plan sponsor (or Janus, if you hold Class I Shares directly with the Fund) is responsible for providing annual and semiannual reports, including the financial statements of the Fund. These reports show the Fund’s investments and the market value of such investments, as well as other information about the Fund and its operations. Please contact your financial intermediary or plan sponsor (or Janus) to obtain these reports. The Fund’s fiscal year ends June 30.
Lost (Unclaimed/Abandoned) Accounts
It is important to maintain a correct address for each shareholder. An incorrect address may cause a shareholder’s account statements and other mailings to be returned as undeliverable. Based upon statutory requirements for returned mail, your financial intermediary or plan sponsor (or Janus, if you hold Class I Shares directly with the Fund) is required to attempt to locate the shareholder or rightful owner of the account. If the financial intermediary or plan sponsor (or Janus) is unable to locate the shareholder, then the financial intermediary or plan sponsor (or Janus) is legally obligated to deem the property “unclaimed” or “abandoned,” and subsequently escheat (or transfer) unclaimed property (including shares of a mutual fund) to the appropriate state’s unclaimed property administrator in accordance with statutory requirements. Further, your mutual fund account may be deemed “unclaimed” or “abandoned,” and subsequently transferred to your state of residence if no activity (as defined by that state) occurs within your account during the time frame specified in your state’s unclaimed property laws. The shareholder’s last known address of record determines which state has jurisdiction. Interest or income is not earned on redemption or distribution check(s) sent to you during the time the check(s) remained uncashed.
DISTRIBUTIONS
To avoid taxation of the Fund, the Internal Revenue Code requires the Fund to distribute all or substantially all of its net investment income and any net capital gains realized on its investments at least annually. Distributions are made at the class level, so they may vary from class to class within the Fund.
Distribution Schedule
Dividends from net investment income and distributions of capital gains are normally declared and distributed in December but, if necessary, may be distributed at other times as well.
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How Distributions Affect the Fund’s NAV
Distributions are paid to shareholders as of the record date of a distribution of the Fund, regardless of how long the shares have been held. Undistributed dividends and net capital gains are included in the Fund’s daily NAV. The share price of the Fund drops by the amount of the distribution, net of any subsequent market fluctuations. For example, assume that on December 31, the Fund declared a dividend in the amount of  $0.25 per share. If the Fund’s share price was $10.00 on December 30, the Fund’s share price on December 31 would be $9.75, barring market fluctuations. You should be aware that distributions from a taxable mutual fund do not increase the value of your investment and may create income tax obligations.
“Buying a Dividend”
If you purchase shares of the Fund just before a distribution, you will pay the full price for the shares and receive a portion of the purchase price back as a taxable distribution. This is referred to as “buying a dividend.” In the above example, if you bought shares on December 30, you would have paid $10.00 per share. On December 31, the Fund would pay you $0.25 per share as a dividend and your shares would now be worth $9.75 per share. Unless your account is set up as a tax-deferred account, dividends paid to you would be included in your gross income for tax purposes, even though you may not have participated in the increase in NAV of the Fund, whether or not you reinvested the dividends. You should consult with your financial intermediary or tax adviser as to potential tax consequences of any distributions that may be paid shortly after purchase.
For your convenience, distributions of net investment income and net capital gains are automatically reinvested in additional shares of the Fund without any sales charge. To receive distributions in cash, contact your financial intermediary or a Janus representative (1-800-333-1181) if you hold Class I Shares directly with the Fund. Whether reinvested or paid in cash, the distributions may be subject to taxes, unless your shares are held in a qualified tax-deferred plan or account.
TAXES
As with any investment, you should consider the tax consequences of investing in the Fund. The following is a general discussion of certain federal income tax consequences of investing in the Fund. The discussion does not apply to qualified tax-deferred accounts or other non-taxable entities, nor is it a complete analysis of the federal income tax implications of investing in the Fund. You should consult your tax adviser regarding the effect that an investment in the Fund may have on your particular tax situation, including the federal, state, local, and foreign tax consequences of your investment.
Taxes on Distributions
Distributions by the Fund are subject to federal income tax, regardless of whether the distribution is made in cash or reinvested in additional shares of the Fund. Distributions from net investment income (which includes dividends, interest, and realized net short-term capital gains), other than qualified dividend income, are taxable to shareholders as ordinary income. Distributions of qualified dividend income are taxed to individuals and other noncorporate shareholders at long-term capital gain rates, provided certain holding period and other requirements are satisfied. Distributions of net capital gain (i.e., the excess of net long-term capital gain over net short-term capital loss) are taxable as long-term capital gain, regardless of how long a shareholder has held Fund shares. In certain states, a portion of the distributions (depending on the sources of the Fund’s income) may be exempt from state and local taxes. Individuals, trusts, and estates whose income exceeds certain threshold amounts are subject to a 3.8% Medicare contribution tax on net investment income in tax years beginning on or after January 1, 2013. Net investment income includes dividends paid by the Fund and capital gains from any sale or exchange of Fund shares. The Fund’s net investment income and capital gains are distributed to (and may be taxable to) those persons who are shareholders of the Fund at the record date of such payments. Although the Fund’s total net income and net realized gain are the results of its operations, the per share amount distributed or taxable to shareholders is affected by the number of Fund shares outstanding at the record date. Distributions declared to shareholders of record in October, November, or December and paid on or before January 31 of the succeeding year will be treated for federal income tax purposes as if received by shareholders on December 31 of the year in which the distribution was declared. Generally, account tax information will be made available to shareholders on or before February 15 of each year. Information regarding distributions may also be reported to the Internal Revenue Service.
Distributions made by the Fund with respect to shares purchased through a qualified retirement plan will generally be exempt from current taxation if left to accumulate within the qualified plan. Generally, withdrawals from qualified plans may be subject to federal income tax at ordinary income rates and, if made before age 59½, a 10% penalty tax may be imposed. The federal income tax status of your investment depends on the features of your qualified plan. For further information, please contact your plan sponsor or tax adviser.
C-15

Taxes on Sales or Exchanges
Any time you sell or exchange shares of the Fund in a taxable account, it is considered a taxable event. For federal income tax purposes, an exchange is treated the same as a sale. Depending on the purchase price and the sale price, you may have a gain or loss on the transaction. The gain or loss will generally be treated as a long-term capital gain or loss if you held your shares for more than one year and if not held for such period, as a short-term capital gain or loss. Any tax liabilities generated by your transactions are your responsibility.
The Fund may be required to withhold U.S. federal income tax on all distributions and redemptions payable to shareholders who fail to provide their correct taxpayer identification number, fail to make certain required certifications, or who have been notified by the Internal Revenue Service that they are subject to backup withholding. The current backup withholding rate is applied.
If a shareholder does not meet the requirements of the Foreign Account Tax Compliance Act (“FATCA”), the Fund may be required to impose a 30% U.S. withholding tax on distributions and proceeds from the sale or other disposition of shares in the Fund. FATCA withholding will generally apply to payments of dividends made on or after June 30, 2014, and payments of gross proceeds from sales of Fund shares made on or after December 31, 2016. Shareholders should consult their individual tax advisors regarding the possible implications of this legislation.
When shareholders sell Fund shares from a taxable account, they typically receive information on their tax forms that calculates their gain or loss using the average cost method. Prior to January 1, 2012, this information was not reported to the IRS, and shareholders had the option of calculating gains or losses using an alternative IRS permitted method. In accordance with legislation passed by Congress in 2008, however, your intermediary (or the Fund, if you hold Class I Shares directly with Janus) began reporting cost basis information to the IRS for shares purchased on or after January 1, 2012 and sold thereafter. Your intermediary (or the Fund) will permit shareholders to elect their preferred cost basis method. In the absence of an election, your cost basis method will be your intermediary’s default method, unless you hold Class I Shares directly with Janus in which case the Fund will use an average cost basis method. Please consult your tax adviser to determine the appropriate cost basis method for your particular tax situation and to learn more about how the new cost basis reporting laws apply to you and your investments.
Taxation of the Fund
Dividends, interest, and some capital gains received by the Fund on foreign securities may be subject to foreign tax withholding or other foreign taxes. If the Fund is eligible, it may from year to year make the election permitted under Section 853 of the Internal Revenue Code to pass through such taxes to shareholders as a foreign tax credit. If such an election is not made, any foreign taxes paid or accrued will represent an expense to the Fund.
Certain fund transactions may involve short sales, futures, options, swap agreements, hedged investments, and other similar transactions, and may be subject to special provisions of the Internal Revenue Code that, among other things, can potentially affect the character, amount, and timing of distributions to shareholders, and utilization of capital loss carryforwards. The Fund will monitor its transactions and may make certain tax elections and use certain investment strategies where applicable in order to mitigate the effect of these tax provisions, if possible.
The Fund does not expect to pay any federal income or excise taxes because it intends to meet certain requirements of the Internal Revenue Code, including the distribution each year of all its net investment income and net capital gains. It is important that the Fund meets these requirements so that any earnings on your investment will not be subject to federal income taxes twice. Funds that invest in partnerships may be subject to state tax liabilities.
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Fund’s financial performance for each fiscal period shown. Items “Net asset value, beginning of period” through “Net asset value, end of period” reflect financial results for a single Fund Share. The gross expense ratio reflects expenses prior to any expense offset arrangement and waivers (reimbursements), if applicable. The net expense ratio reflects expenses after any expense offset arrangement and waivers (reimbursements), if applicable. The information for the fiscal periods shown has been audited by PricewaterhouseCoopers LLP, whose report, along with the Fund’s financial statements, is included in the Annual Report, which is available upon request, and incorporated by reference into the Fund’s SAI.
The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the shares of the Fund (assuming reinvestment of all dividends and distributions).
C-16

INTECH U.S. Managed Volatility Fund – Class A
(formerly named INTECH U.S. Value Fund)
Years or Period ended June 30
Year ended
July 31(1)
2014
2013
2012
2011
2010(2)
2009
Net asset value, beginning of period
$12.45
$10.15
$10.03
$7.85
$7.36
$9.88
Income from investment operations:
Net investment income/(loss)
0.12(3)
0.16
0.15
0.13
0.10
0.15
Net gain/(loss) on investments (both realized and unrealized)
2.78
2.33
0.11
2.16
0.43
(2.35)
Total from investment operations
2.90
2.49
0.26
2.29
0.53
(2.20)
Less distributions:
Dividends from net investment income
(0.11)
(0.19)
(0.14)
(0.11)
(0.04)
(0.32)
Distributions from capital gains
(2.08)
Total distributions
(2.19)
(0.19)
(0.14)
(0.11)
(0.04)
(0.32)
   
Net asset value, end of period
$13.16
$12.45
$10.15
$10.03
$7.85
$7.36
   
Total return(4)
24.98%
24.86%
2.71%
29.23%
7.21%
(22.01)%
Net assets, end of period (in thousands)
$1,424
$7,348
$5,494
$4,980
$3,694
$3,440
Average net assets for the period (in thousands)
$8,530
$6,373
$5,099
$4,598
$3,815
$1,762
Ratio of gross expenses to average net assets(5)
1.03%
0.97%
0.92%
0.95%
1.05%
1.33%
Ratio of net expenses to average net assets(5)
1.01%
0.97%
0.92%
0.95%
1.01%
0.74%
Ratio of net investment income/(loss) to average net assets(5)
0.91%
1.37%
1.54%
1.38%
1.26%
2.28%
Portfolio turnover rate
150%
100%
100%
108%
92%(4)
100%
(1)
Effective July 6, 2009, Class A Shares of Janus Adviser INTECH Risk-Managed Value Fund (the “predecessor fund”) were reorganized into Class A Shares of INTECH Risk-Managed Value Fund. The predecessor fund had a fiscal year end of July 31.
(2)
Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.
(3)
Per share amounts are calculated using the average shares outstanding method.
(4)
Not annualized for periods of less than one full year.
(5)
Annualized for periods of less than one full year.
INTECH U.S. Managed Volatility Fund – Class C
(formerly named INTECH U.S. Value Fund)
Years or Period ended June 30
Year ended
July 31(1)
2014
2013
2012
2011
2010(2)
2009
Net asset value, beginning of period
$12.43
$10.14
$9.94
$7.81
$7.35
$9.78
Income from investment operations:
Net investment income/(loss)
0.04(3)
(0.08)
0.18
0.14
0.03
0.12
Net gain/(loss) on investments (both realized and unrealized)
2.77
2.49
0.02
2.05
0.45
(2.34)
Total from investment operations
2.81
2.41
0.20
2.19
0.48
(2.22)
Less distributions:
Dividends from net investment income
(0.07)
(0.12)
(0.06)
(0.02)
(0.21)
Distributions from capital gains
(2.08)
Total distributions
(2.15)
(0.12)
(0.06)
(0.02)
(0.21)
   
Net asset value, end of period
$13.09
$12.43
$10.14
$9.94
$7.81
$7.35
   
Total return(4)
24.20%
23.97%
2.01%
28.03%
6.51%
(22.52)%
Net assets, end of period (in thousands)
$861
$380
$147
$217
$330
$281
Average net assets for the period (in thousands)
$643
$206
$164
$432
$324
$266
Ratio of gross expenses to average net assets(5)
1.67%
1.69%
1.72%
1.74%
1.80%
1.99%
Ratio of net expenses to average net assets(5)
1.67%
1.69%
1.61%
1.74%
1.76%
1.47%
Ratio of net investment income/(loss) to average net assets(5)
0.31%
0.57%
0.81%
0.58%
0.51%
1.94%
Portfolio turnover rate
150%
100%
100%
108%
92%(4)
100%
(1)
Effective July 6, 2009, Class C Shares of Janus Adviser INTECH Risk-Managed Value Fund (the “predecessor fund”) were reorganized into Class C Shares of INTECH Risk-Managed Value Fund. The predecessor fund had a fiscal year end of July 31.
(2)
Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.
(3)
Per share amounts are calculated using the average shares outstanding method.
(4)
Not annualized for periods of less than one full year.
(5)
Annualized for periods of less than one full year.
C-17

INTECH U.S. Managed Volatility Fund – Class S
(formerly named INTECH U.S. Value Fund)
Years or Period ended June 30
Year ended
July 31(1)
2014
2013
2012
2011
2010(2)
2009
Net asset value, beginning of period
$12.53
$10.15
$10.02
$7.85
$7.37
$9.86
Income from investment operations:
Net investment income/(loss)
0.11(3)
0.90
0.13
0.15
0.08
0.17
Net gain/(loss) on investments (both realized and unrealized)
2.82
1.63
0.11
2.11
0.44
(2.38)
Total from investment operations
2.93
2.53
0.24
2.26
0.52
(2.21)
Less distributions:
Dividends from net investment income
(0.11)
(0.15)
(0.11)
(0.09)
(0.04)
(0.28)
Distributions from capital gains
(2.08)
Total distributions
(2.19)
(0.15)
(0.11)
(0.09)
(0.04)
(0.28)
   
Net asset value, end of period
$13.27
$12.53
$10.15
$10.02
$7.85
$7.37
   
Total return(4)
25.01%
25.12%
2.48%
28.81%
7.00%
(22.15)%
Net assets, end of period (in thousands)
$64
$64
$221
$216
$214
$200
Average net assets for the period (in thousands)
$63
$132
$208
$254
$225
$192
Ratio of gross expenses to average net assets(5)
1.23%
1.16%
1.15%
1.17%
1.27%
1.44%
Ratio of net expenses to average net assets(5)
1.08%
0.97%
1.09%
1.17%
1.26%
0.97%
Ratio of net investment income/(loss) to average net assets(5)
0.88%
1.41%
1.36%
1.16%
1.02%
2.43%
Portfolio turnover rate
150%
100%
100%
108%
92%(4)
100%
(1)
Effective July 6, 2009, Class S Shares of Janus Adviser INTECH Risk-Managed Value Fund (the “predecessor fund”) were reorganized into Class S Shares of INTECH Risk-Managed Value Fund. The predecessor fund had a fiscal year end of July 31.
(2)
Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.
(3)
Per share amounts are calculated using the average shares outstanding method.
(4)
Not annualized for periods of less than one full year.
(5)
Annualized for periods of less than one full year.
INTECH U.S. Managed Volatility Fund – Class I
(formerly named INTECH U.S. Value Fund)
Years or Period ended June 30
Year ended
July 31(1)
2014
2013
2012
2011
2010(2)
2009
Net asset value, beginning of period
$12.51
$10.19
$10.07
$7.89
$7.37
$9.91
Income from investment operations:
Net investment income/(loss)
0.17(3)
0.22
0.17
0.15
0.11
0.18
Net gain/(loss) on investments (both realized and unrealized)
2.80
2.32
0.12
2.16
0.45
(2.38)
Total from investment operations
2.97
2.54
0.29
2.31
0.56
(2.20)
Less distributions and other:
Dividends from net investment income
(0.15)
(0.22)
(0.17)
(0.13)
(0.04)
(0.34)
Distributions from capital gains
(2.08)
Redemption fees(4)
N/A
N/A
(5)
(5)
(5)
Total distributions and other
(2.23)
(0.22)
(0.17)
(0.13)
(0.04)
(0.34)
   
Net asset value, end of period
$13.25
$12.51
$10.19
$10.07
$7.89
$7.37
   
Total return(6)
25.48%
25.23%
2.96%
29.38%
7.62%
(21.96)%
Net assets, end of period (in thousands)
$104,039
$77,625
$93,800
$93,695
$66,137
$59,647
Average net assets for the period (in thousands)
$86,864
$93,335
$89,976
$84,034
$69,502
$53,614
Ratio of gross expenses to average net assets(7)
0.66%
0.67%
0.67%
0.68%
0.77%
0.96%
Ratio of net expenses to average net assets(7)
0.66%
0.67%
0.67%
0.68%
0.75%
0.61%
Ratio of net investment income/(loss) to average net assets(7)
1.32%
1.71%
1.78%
1.64%
1.53%
2.79%
Portfolio turnover rate
150%
100%
100%
108%
92%(6)
100%
(1)
Effective July 6, 2009, Class I Shares of Janus Adviser INTECH Risk-Managed Value Fund (the “predecessor fund”) were reorganized into Class I Shares of INTECH Risk-Managed Value Fund. The predecessor fund had a fiscal year end of July 31.
(2)
Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.
(3)
Per share amounts are calculated using the average shares outstanding method.
(4)
Redemption fees were eliminated effective April 2, 2012.
(5)
Redemption fees aggregated less than $0.005 on a per share basis for the fiscal year or period end.
(6)
Not annualized for periods of less than one full year.
(7)
Annualized for periods of less than one full year.
C-18

INTECH U.S. Managed Volatility Fund – Class T
(formerly named INTECH U.S. Value Fund)
Years or Period ended June 30
Period ended
July 31
2014
2013
2012
2011
2010(1)
2009(2)
Net asset value, beginning of period
$12.48
$10.18
$10.05
$7.87
$7.37
$6.63
Income from investment operations:
Net investment income/(loss)
0.14(3)
0.19
0.13
0.15
0.05
0.01
Net gain/(loss) on investments (both realized and unrealized)
2.80
2.31
0.13
2.15
0.49
0.73
Total from investment operations
2.94
2.50
0.26
2.30
0.54
0.74
Less distributions:
Dividends from net investment income
(0.15)
(0.20)
(0.13)
(0.12)
(0.04)
Distributions from capital gains
(2.08)
Total distributions
(2.23)
(0.20)
(0.13)
(0.12)
(0.04)
   
Net asset value, end of period
$13.19
$12.48
$10.18
$10.05
$7.87
$7.37
   
Total return(4)
25.27%
24.84%
2.73%
29.29%
7.31%
11.16%
Net assets, end of period (in thousands)
$18,659
$479
$58
$17
$33
$1
Average net assets for the period (in thousands)
$9,758
$205
$36
$35
$20
$1
Ratio of gross expenses to average net assets(5)
0.90%
0.91%
0.89%
0.95%
0.99%
1.47%
Ratio of net expenses to average net assets(5)
0.90%
0.89%
0.89%
0.95%
1.00%
1.00%
Ratio of net investment income/(loss) to average net assets(5)
1.09%
1.28%
1.54%
1.39%
1.20%
2.08%
Portfolio turnover rate
150%
100%
100%
108%
92%(4)
100%
(1)
Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.
(2)
Period July 6, 2009 (commencement of Class T Shares) through July 31, 2009.
(3)
Per share amounts are calculated using the average shares outstanding method.
(4)
Not annualized for periods of less than one full year.
(5)
Annualized for periods of less than one full year.
C-19

APPENDIX D​
GLOSSARY OF INVESTMENT TERMS
This glossary provides a more detailed description of some of the types of securities, investment strategies, and other instruments in which the Funds may invest, as well as some general investment terms. The Funds may invest in these instruments to the extent permitted by their investment objectives and policies. The Funds are not limited by this discussion and may invest in any other types of instruments not precluded by the policies discussed elsewhere in this Prospectus/Information Statement.
EQUITY AND DEBT SECURITIES
Average-Weighted Effective Maturity is a measure of a bond’s maturity. The stated maturity of a bond is the date when the issuer must repay the bond’s entire principal value to an investor. Some types of bonds may also have an “effective maturity” that is shorter than the stated date due to prepayment or call provisions. Securities without prepayment or call provisions generally have an effective maturity equal to their stated maturity. Average-weighted effective maturity is calculated by averaging the effective maturity of bonds held by a Fund with each effective maturity “weighted” according to the percentage of net assets that it represents.
Bank loans include institutionally-traded floating and fixed-rate debt securities generally acquired as a participation interest in or assignment of a loan originated by a lender or financial institution. Assignments and participations involve credit, interest rate, and liquidity risk. Interest rates on floating rate securities adjust with interest rate changes and/or issuer credit quality. If a Fund purchases a participation interest, it may only be able to enforce its rights through the lender and may assume the credit risk of both the borrower and the lender. There are also risks involved in purchasing assignments. If a loan is foreclosed, a Fund may become part owner of any collateral securing the loan and may bear the costs and liabilities associated with owning and disposing of any collateral. The Fund could be held liable as a co-lender. In addition, there is no assurance that the liquidation of any collateral from a secured loan would satisfy a borrower’s obligations or that any collateral could be liquidated. A Fund may have difficulty trading assignments and participations to third parties or selling such securities in secondary markets, which in turn may affect the Fund’s NAV.
Bonds are debt securities issued by a company, municipality, government, or government agency. The issuer of a bond is required to pay the holder the amount of the loan (or par value of the bond) at a specified maturity and to make scheduled interest payments.
Certificates of Participation (“COPs”) are certificates representing an interest in a pool of securities. Holders are entitled to a proportionate interest in the underlying securities. Municipal lease obligations are often sold in the form of COPs. Refer to “Municipal lease obligations” below.
Commercial paper is a short-term debt obligation with a maturity ranging from 1 to 270 days issued by banks, corporations, and other borrowers to investors seeking to invest idle cash. A Fund may purchase commercial paper issued in private placements under Section 4(2) of the Securities Act of 1933, as amended (the “1933 Act”).
Common stocks are equity securities representing shares of ownership in a company and usually carry voting rights and earn dividends. Unlike preferred stock, dividends on common stock are not fixed but are declared at the discretion of the issuer’s board of directors.
Convertible securities are preferred stocks or bonds that pay a fixed dividend or interest payment and are convertible into common stock at a specified price or conversion ratio.
Debt securities are securities representing money borrowed that must be repaid at a later date. Such securities have specific maturities and usually a specific rate of interest or an original purchase discount.
Depositary receipts are receipts for shares of a foreign-based corporation that entitle the holder to dividends and capital gains on the underlying security. Receipts include those issued by domestic banks (American Depositary Receipts), foreign banks (Global or European Depositary Receipts), and broker-dealers (depositary shares).
Duration is the time it will take investors to recoup their investment in a bond. Unlike average maturity, duration reflects both principal and interest payments. Generally, the higher the coupon rate on a bond, the lower its duration will be. The duration of a bond portfolio is calculated by averaging the duration of bonds held by a Fund with each duration “weighted” according to the percentage of net assets that it represents. Because duration accounts for interest payments, a Fund’s duration is usually shorter than its average maturity.
D-1

Equity securities generally include domestic and foreign common stocks; preferred stocks; securities convertible into common stocks or preferred stocks; warrants to purchase common or preferred stocks; and other securities with equity characteristics.
Exchange-traded funds (“ETFs”) are index-based investment companies which hold substantially all of their assets in securities with equity characteristics. As a shareholder of another investment company, a Fund would bear its pro rata portion of the other investment company’s expenses, including advisory fees, in addition to the expenses the Fund bears directly in connection with its own operations.
Fixed-income securities are securities that pay a specified rate of return. The term generally includes short- and long-term government, corporate, and municipal obligations that pay a specified rate of interest, dividends, or coupons for a specified period of time. Coupon and dividend rates may be fixed for the life of the issue or, in the case of adjustable and floating rate securities, for a shorter period.
High-yield/high-risk bonds are bonds that are rated below investment grade by the primary rating agencies (i.e., BB+ or lower by Standard & Poor’s and Fitch, or Ba or lower by Moody’s). Other terms commonly used to describe such bonds include “lower rated bonds,” “non-investment grade bonds,” and “junk bonds.”
Industrial development bonds are revenue bonds that are issued by a public authority but which may be backed only by the credit and security of a private issuer and may involve greater credit risk. Refer to “Municipal securities” below.
Mortgage- and asset-backed securities are shares in a pool of mortgages or other debt instruments. These securities are generally pass-through securities, which means that principal and interest payments on the underlying securities (less servicing fees) are passed through to shareholders on a pro rata basis. These securities involve prepayment risk, which is the risk that the underlying mortgages or other debt may be refinanced or paid off prior to their maturities during periods of declining interest rates. In that case, a Fund may have to reinvest the proceeds from the securities at a lower rate. Potential market gains on a security subject to prepayment risk may be more limited than potential market gains on a comparable security that is not subject to prepayment risk.
Mortgage dollar rolls are transactions in which a Fund sells a mortgage-related security, such as a security issued by Government National Mortgage Association, to a dealer and simultaneously agrees to purchase a similar security (but not the same security) in the future at a predetermined price. A “dollar roll” can be viewed as a collateralized borrowing in which a Fund pledges a mortgage-related security to a dealer to obtain cash.
Municipal lease obligations are revenue bonds backed by leases or installment purchase contracts for property or equipment. Lease obligations may not be backed by the issuing municipality’s credit and may involve risks not normally associated with general obligation bonds and other revenue bonds. For example, their interest may become taxable if the lease is assigned and the holders may incur losses if the issuer does not appropriate funds for the lease payments on an annual basis, which may result in termination of the lease and possible default.
Municipal securities are bonds or notes issued by a U.S. state or political subdivision. A municipal security may be a general obligation backed by the full faith and credit (i.e., the borrowing and taxing power) of a municipality or a revenue obligation paid out of the revenues of a designated project, facility, or revenue source.
Pass-through securities are shares or certificates of interest in a pool of debt obligations that have been repackaged by an intermediary, such as a bank or broker-dealer.
Passive foreign investment companies (“PFICs”) are any foreign corporations which generate certain amounts of passive income or hold certain amounts of assets for the production of passive income. Passive income includes dividends, interest, royalties, rents, and annuities. To avoid taxes and interest that a Fund must pay if these investments are profitable, the Fund may make various elections permitted by the tax laws. These elections could require that a Fund recognize taxable income, which in turn must be distributed, before the securities are sold and before cash is received to pay the distributions.
Pay-in-kind bonds are debt securities that normally give the issuer an option to pay cash at a coupon payment date or give the holder of the security a similar bond with the same coupon rate and a face value equal to the amount of the coupon payment that would have been made.
Preferred stocks are equity securities that generally pay dividends at a specified rate and have preference over common stock in the payment of dividends and liquidation. Preferred stock generally does not carry voting rights.
D-2

Real estate investment trust (“REIT”) is an investment trust that operates through the pooled capital of many investors who buy its shares. Investments are in direct ownership of either income property or mortgage loans.
Rule 144A securities are securities that are not registered for sale to the general public under the 1933 Act, but that may be resold to certain institutional investors.
Standby commitment is a right to sell a specified underlying security or securities within a specified period of time and at an exercise price equal to the amortized cost of the underlying security or securities plus accrued interest, if any, at the time of exercise, that may be sold, transferred, or assigned only with the underlying security or securities. A standby commitment entitles the holder to receive same day settlement, and will be considered to be from the party to whom the investment company will look for payment of the exercise price.
Step coupon bonds are high-quality issues with above-market interest rates and a coupon that increases over the life of the bond. They may pay monthly, semiannual, or annual interest payments. On the date of each coupon payment, the issuer decides whether to call the bond at par, or whether to extend it until the next payment date at the new coupon rate.
Strip bonds are debt securities that are stripped of their interest (usually by a financial intermediary) after the securities are issued. The market value of these securities generally fluctuates more in response to changes in interest rates than interest-paying securities of comparable maturity.
Tender option bonds are relatively long-term bonds that are coupled with the option to tender the securities to a bank, broker-dealer, or other financial institution at periodic intervals and receive the face value of the bond. This investment structure is commonly used as a means of enhancing a security’s liquidity.
U.S. Government securities include direct obligations of the U.S. Government that are supported by its full faith and credit. Treasury bills have initial maturities of less than one year, Treasury notes have initial maturities of one to ten years, and Treasury bonds may be issued with any maturity but generally have maturities of at least ten years. U.S. Government securities also include indirect obligations of the U.S. Government that are issued by federal agencies and government sponsored entities. Unlike Treasury securities, agency securities generally are not backed by the full faith and credit of the U.S. Government. Some agency securities are supported by the right of the issuer to borrow from the Treasury, others are supported by the discretionary authority of the U.S. Government to purchase the agency’s obligations, and others are supported only by the credit of the sponsoring agency.
Variable and floating rate securities have variable or floating rates of interest and, under certain limited circumstances, may have varying principal amounts. Variable and floating rate securities pay interest at rates that are adjusted periodically according to a specified formula, usually with reference to some interest rate index or market interest rate (the “underlying index”). The floating rate tends to decrease the security’s price sensitivity to changes in interest rates.
Warrants are securities, typically issued with preferred stock or bonds, which give the holder the right to buy a proportionate amount of common stock at a specified price. The specified price is usually higher than the market price at the time of issuance of the warrant. The right may last for a period of years or indefinitely.
Zero coupon bonds are debt securities that do not pay regular interest at regular intervals, but are issued at a discount from face value. The discount approximates the total amount of interest the security will accrue from the date of issuance to maturity. The market value of these securities generally fluctuates more in response to changes in interest rates than interest-paying securities.
FUTURES, OPTIONS, AND OTHER DERIVATIVES
Credit default swaps are a specific kind of counterparty agreement that allows the transfer of third party credit risk from one party to the other. One party in the swap is a lender and faces credit risk from a third party, and the counterparty in the credit default swap agrees to insure this risk in exchange for regular periodic payments.
Derivatives are financial instruments whose performance is derived from the performance of another asset (stock, bond, commodity, currency, interest rate or market index). Types of derivatives can include, but are not limited to options, forward contracts, swaps, and futures contracts.
Equity-linked structured notes are derivative securities which are specially designed to combine the characteristics of one or more underlying securities and their equity derivatives in a single note form. The return and/or yield or income component may be based on the performance of the underlying equity securities, an equity index, and/or option positions. Equity-linked structured notes are typically offered in limited transactions by financial institutions in either registered or non-registered form. An investment in equity-linked notes creates exposure to the credit risk of the issuing financial institution, as well as to the market risk of the
D-3

underlying securities. There is no guaranteed return of principal with these securities, and the appreciation potential of these securities may be limited by a maximum payment or call right. In certain cases, equity-linked notes may be more volatile and less liquid than less complex securities or other types of fixed-income securities. Such securities may exhibit price behavior that does not correlate with other fixed-income securities.
Equity swaps involve the exchange by two parties of future cash flow (e.g., one cash flow based on a referenced interest rate and the other based on the performance of stock or a stock index).
Forward contracts are contracts to purchase or sell a specified amount of a financial instrument for an agreed upon price at a specified time. Forward contracts are not currently exchange-traded and are typically negotiated on an individual basis. A Fund may enter into forward currency contracts for investment purposes or to hedge against declines in the value of securities denominated in, or whose value is tied to, a currency other than the U.S. dollar or to reduce the impact of currency appreciation on purchases of such securities. It may also enter into forward contracts to purchase or sell securities or other financial indices.
Futures contracts are contracts that obligate the buyer to receive and the seller to deliver an instrument or money at a specified price on a specified date. A Fund may buy and sell futures contracts on foreign currencies, securities, and financial indices including indices of U.S. Government, foreign government, equity, or fixed-income securities. A Fund may also buy options on futures contracts. An option on a futures contract gives the buyer the right, but not the obligation, to buy or sell a futures contract at a specified price on or before a specified date. Futures contracts and options on futures are standardized and traded on designated exchanges.
Indexed/structured securities are typically short- to intermediate-term debt securities whose value at maturity or interest rate is linked to currencies, interest rates, equity securities, indices, commodity prices, or other financial indicators. Such securities may be positively or negatively indexed (e.g., their value may increase or decrease if the reference index or instrument appreciates). Indexed/structured securities may have return characteristics similar to direct investments in the underlying instruments and may be more volatile than the underlying instruments. A Fund bears the market risk of an investment in the underlying instruments, as well as the credit risk of the issuer.
Interest rate swaps involve the exchange by two parties of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments).
Inverse floaters are debt instruments whose interest rate bears an inverse relationship to the interest rate on another instrument or index. For example, upon reset, the interest rate payable on the inverse floater may go down when the underlying index has risen. Certain inverse floaters may have an interest rate reset mechanism that multiplies the effects of change in the underlying index. Such mechanism may increase the volatility of the security’s market value.
Options are the right, but not the obligation, to buy or sell a specified amount of securities or other assets on or before a fixed date at a predetermined price. A Fund may purchase and write put and call options on securities, securities indices, and foreign currencies. A Fund may purchase or write such options individually or in combination.
Participatory notes are derivative securities which are linked to the performance of an underlying Indian security and which allow investors to gain market exposure to Indian securities without trading directly in the local Indian market.
Total return swaps involve an exchange by two parties in which one party makes payments based on a set rate, either fixed or variable, while the other party makes payments based on the return of an underlying asset, which includes both the income it generates and any capital gains over the payment period.
OTHER INVESTMENTS, STRATEGIES, AND/OR TECHNIQUES
Cash sweep program is an arrangement in which a Fund’s uninvested cash balance is used to purchase shares of affiliated or non-affiliated money market funds or cash management pooled investment vehicles at the end of each day.
Diversification is a classification given to a fund under the 1940 Act. Funds are classified as either “diversified” or “nondiversified.” To be classified as “diversified” under the 1940 Act, a fund may not, with respect to 75% of its total assets, invest more than 5% of its total assets in any issuer and may not own more than 10% of the outstanding voting securities of an issuer. A fund that is classified as “nondiversified” under the 1940 Act, on the other hand, has the flexibility to take larger positions in a smaller number of issuers than a fund that is classified as “diversified.” However, because the appreciation or depreciation of a single security may have a greater impact on the net asset value of a fund which is classified as nondiversified, its share price can be expected to fluctuate more than a comparable fund which is classified as diversified.
D-4

Industry concentration for purposes under the 1940 Act is the investment of 25% or more of a Fund’s total assets in an industry or group of industries.
Leverage occurs when a Fund increases its assets available for investment using reverse repurchase agreements or other similar transactions. In addition, other investment techniques, such as short sales and certain derivative transactions, can create a leveraging effect. Engaging in transactions using leverage or those having a leveraging effect subjects a Fund to certain risks. Leverage can magnify the effect of any gains or losses, causing a Fund to be more volatile than if it had not been leveraged. Certain commodity-linked derivative investments may subject a Fund to leveraged market exposure to commodities. In addition, a Fund’s assets that are used as collateral to secure short sale transactions may decrease in value while the short positions are outstanding, which may force the Fund to use its other assets to increase collateral. There is no assurance that a leveraging strategy will be successful.
Market capitalization is the most commonly used measure of the size and value of a company. It is computed by multiplying the current market price of a share of the company’s stock by the total number of its shares outstanding. Market capitalization is an important investment criterion for certain funds, while others do not emphasize investments in companies of any particular size.
Net long is a term used to describe when a Fund’s assets committed to long positions exceed those committed to short positions.
Repurchase agreements involve the purchase of a security by a Fund and a simultaneous agreement by the seller (generally a bank or dealer) to repurchase the security from the Fund at a specified date or upon demand. This technique offers a method of earning income on idle cash. These securities involve the risk that the seller will fail to repurchase the security, as agreed. In that case, a Fund will bear the risk of market value fluctuations until the security can be sold and may encounter delays and incur costs in liquidating the security.
Reverse repurchase agreements involve the sale of a security by a Fund to another party (generally a bank or dealer) in return for cash and an agreement by the Fund to buy the security back at a specified price and time. This technique will be used primarily to provide cash to satisfy unusually high redemption requests, or for other temporary or emergency purposes.
Short sales in which a Fund may engage may be either “short sales against the box” or other short sales. Short sales against the box involve selling short a security that a Fund owns, or the Fund has the right to obtain the amount of the security sold short at a specified date in the future. A Fund may also enter into a short sale to hedge against anticipated declines in the market price of a security or to reduce portfolio volatility. If the value of a security sold short increases prior to the scheduled delivery date, the Fund loses the opportunity to participate in the gain. For short sales, the Fund will incur a loss if the value of a security increases during this period because it will be paying more for the security than it has received from the purchaser in the short sale. If the price declines during this period, a Fund will realize a short-term capital gain. Although a Fund’s potential for gain as a result of a short sale is limited to the price at which it sold the security short less the cost of borrowing the security, its potential for loss is theoretically unlimited because there is no limit to the cost of replacing the borrowed security.
When-issued, delayed delivery, and forward commitment transactions generally involve the purchase of a security with payment and delivery at some time in the future – i.e., beyond normal settlement. A Fund does not earn interest on such securities until settlement and bears the risk of market value fluctuations in between the purchase and settlement dates. New issues of stocks and bonds, private placements, and U.S. Government securities may be sold in this manner.
D-5

 

STATEMENT OF ADDITIONAL INFORMATION

 

February 6 , 2015

Relating to the acquisition of the assets of

 

INTECH U.S. Managed Volatility Fund II

(formerly named INTECH U.S. Growth Fund)

 

by and in exchange for shares of beneficial interest of

 

INTECH U.S. Managed Volatility Fund

(formerly named INTECH U.S. Value Fund)

each, a series of Janus Investment Fund

 

151 Detroit Street

Denver, Colorado 80206-4805

1-800-525-0020

 

 

This Statement of Additional Information (the “SAI”) expands upon and supplements the information contained in the prospectus and information statement (the “Prospectus/Information Statement”) dated February 6, 2015 . The Prospectus/Information Statement is being furnished to shareholders of INTECH U.S. Managed Volatility Fund II, a series of Janus Investment Fund, in connection with the merger of INTECH U.S. Managed Volatility Fund II with and into INTECH U.S. Managed Volatility Fund, a series of Janus Investment Fund, pursuant to which all of the assets and liabilities of INTECH U.S. Managed Volatility Fund II would be transferred to INTECH U.S. Managed Volatility Fund in exchange for shares of beneficial interest of INTECH U.S. Managed Volatility Fund (the “Merger”).

 

This SAI is not a prospectus and should be read in conjunction with the Prospectus/Information Statement. A copy of the Prospectus/Information Statement may be obtained without charge by contacting Janus Capital Management LLC (“Janus Capital”) at 151 Detroit Street, Denver, Colorado 80206 or by telephoning Janus Capital toll-free at 1-800-525-0020.

 

This SAI consists of: (i) this cover page; (ii) Pro Forma Financial Statements relating to the Merger of INTECH U.S. Managed Volatility Fund II with and into INTECH U.S. Managed Volatility Fund; and (iii) the following documents, each of which was filed electronically with the U.S. Securities and Exchange Commission (the “SEC”) and is incorporated by reference herein:

 

1.The SAI for INTECH U.S. Managed Volatility Fund II, dated October 28 , 2014 (File No. 002-34393).

 

2.The SAI for INTECH U.S. Managed Volatility Fund, dated October 28 , 2014 (File No. 002-34393).

 

3.The Financial Statements of INTECH U.S. Managed Volatility Fund II included in the annual report dated June 30, 2014, as filed on August 29, 2014 (File No: 811-01879).

 

4.The Financial Statements of INTECH U.S. Managed Volatility Fund included in the annual report dated June 30, 2014, as filed on August 29, 2014 (File No: 811-01879).

 

As described in the Prospectus/Information Statement, upon the closing of the Merger, each owner of Class A Shares, Class C Shares, Class I Shares, Class S Shares, and Class T Shares of INTECH U.S. Managed Volatility Fund II will become a shareholder of the corresponding class of shares of INTECH U.S. Managed Volatility Fund. Information about INTECH U.S. Managed Volatility Fund is provided in the Prospectus/Information Statement.

 

 

 

1
 

 

PRO FORMA FINANCIAL STATEMENTS

In connection with a proposed transaction whereby all of the assets and liabilities of INTECH U.S. Managed Volatility Fund II will be transferred to INTECH U.S. Managed Volatility Fund (each, a "Fund" and collectively, the "Funds"), in exchange for shares of INTECH U.S. Managed Volatility Fund, shown below are financial statements for each Fund and Pro Forma Financial Statements for the combined Fund, assuming the Merger is consummated, as of June 30, 2014. The first table presents Schedules of Investments for each Fund and estimated pro forma figures for the combined Fund. The second table presents Statements of Assets and Liabilities for each Fund and estimated pro forma figures for the combined Fund. The third table presents Statements of Operations for each Fund and estimated pro forma figures for the combined Fund. The tables are followed by the Notes to the Pro Forma Financial Statements.

 

2
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Common Stock                                    
                                            
Aerospace & Defense                                         4.0%
Alliant Techsystems, Inc.   -     $  -      10,300     $1,379,376      10,300   $1,379,376      
B/E Aerospace, Inc.*   8,000      739,920      -      -      8,000    739,920      
Boeing Co.   9,700      1,234,131      -      -      9,700    1,234,131      
Exelis, Inc.   -      -      33,000      560,340      33,000    560,340      
General Dynamics Corp.   -      -      3,900      454,545      3,900    454,545      
Hexcel Corp.*   5,500      224,950      -      -      5,500    224,950      
Honeywell International, Inc.   3,800      353,210      -      -      3,800    353,210      
Huntington Ingalls Industries, Inc.   31,400      2,970,126      -      -      31,400    2,970,126      
L-3 Communications Holdings, Inc.   -      -      8,300      1,002,225      8,300    1,002,225      
Lockheed Martin Corp.   22,000      3,536,060      -      -      22,000    3,536,060      
Northrop Grumman Corp.   -      -      8,300      992,929      8,300    992,929      
Raytheon Co.   -      -      13,800      1,273,050      13,800    1,273,050      
Rockwell Collins, Inc.   7,500      586,050      1,300      101,582      8,800    687,632      
Spirit AeroSystems Holdings, Inc. - Class A*   9,200      310,040      5,000      168,500      14,200    478,540      
Textron, Inc.   -      -      1,000      38,290      1,000    38,290      
TransDigm Group, Inc.   8,100      1,354,806      -      -      8,100    1,354,806      
United Technologies Corp.   3,800      438,710      2,900      334,805      6,700    773,515      
                                            
Air Freight & Logistics                                         0.2%
United Parcel Service, Inc. - Class B   7,900      811,014      -      -      7,900    811,014      
                                            
Airlines                                         2.1%
Alaska Air Group, Inc.   6,500      617,825      1,800      171,090      8,300    788,915      
American Airlines Group, Inc.*   50,000      2,148,000      19,100      820,536      69,100    2,968,536      
Delta Air Lines, Inc.   32,800      1,270,016      33,500      1,297,120      66,300    2,567,136      
Southwest Airlines Co.   27,100      727,906      60,600      1,627,716      87,700    2,355,622      
United Continental Holdings, Inc.*   16,800      689,976      -      -      16,800    689,976      
                                            
Auto Components                                         1.4%
BorgWarner, Inc.   18,800      1,225,572      -      -      18,800    1,225,572      
Delphi Automotive PLC   25,500      1,752,870      -      -      25,500    1,752,870      
FNF Group*   10,030      275,424      28,587      784,999      38,617    1,060,423      
FNFV Group*   3,343      58,502      9,528      166,741      12,871    225,243      
Goodyear Tire & Rubber Co.   31,600      877,848      -      -      31,600    877,848      
Lear Corp.   -      -      4,100      366,212      4,100    366,212      
Visteon Corp.*   8,300      805,183      -      -      8,300    805,183      

 

3
 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Automobiles                                   0.4%
Harley-Davidson, Inc.   6,500      454,025      -      -      6,500    454,025      
Tesla Motors, Inc.*,#   4,300      1,032,258      -      -      4,300    1,032,258      
Thor Industries, Inc.   6,300      358,281      -      -      6,300    358,281      
                                            
Beverages                                         2.0%
Brown-Forman Corp. - Class B   5,500      517,935      -      -      5,500    517,935      
Coca-Cola Co.   37,500      1,588,500      -      -      37,500    1,588,500      
Coca-Cola Enterprises, Inc.   21,000      1,003,380      -      -      21,000    1,003,380      
Constellation Brands, Inc. - Class A*   29,000      2,555,770      2,800      246,764      31,800    2,802,534      
Dr Pepper Snapple Group, Inc.   13,000      761,540      -      -      13,000    761,540      
Molson Coors Brewing Co. - Class B   -      -      100      7,416      100    7,416      
Monster Beverage Corp.*   17,600      1,250,128      -      -      17,600    1,250,128      
PepsiCo, Inc.   11,800      1,054,212      -      -      11,800    1,054,212      
                                            
Biotechnology                                         1.0%
Alkermes PLC*   16,400      825,412      -      -      16,400    825,412      
Amgen, Inc.   800      94,696      -      -      800    94,696      
Biogen Idec, Inc.*   700      220,717      -      -      700    220,717      
Gilead Sciences, Inc.*   29,600      2,454,136      -      -      29,600    2,454,136      
Incyte Corp., Ltd.*   7,100      400,724      -      -      7,100    400,724      
Myriad Genetics, Inc.*,#   7,700      299,684      -      -      7,700    299,684      
                                            
Building Products                                         0.5%
Allegion PLC   22,566      1,279,041      2,266      128,437      24,832    1,407,478      
Lennox International, Inc.   11,100      994,227      -      -      11,100    994,227      
                                            
Capital Markets                                         1.3%
Ameriprise Financial, Inc.   3,300      396,000      10,300      1,236,000      13,600    1,632,000      
Ares Capital Corp.   -      -      7,200      128,592      7,200    128,592      
BlackRock, Inc.   300      95,880      -      -      300    95,880      
Charles Schwab Corp.   8,000      215,440      -      -      8,000    215,440      
E*TRADE Financial Corp.*   -      -      18,400      391,184      18,400    391,184      
Federated Investors, Inc. - Class B#   4,400      136,048      -      -      4,400    136,048      
Lazard, Ltd. - Class A   11,100      572,316      -      -      11,100    572,316      
Legg Mason, Inc.#   -      -      10,200      523,362      10,200    523,362      
LPL Financial Holdings, Inc.   14,500      721,230      900      44,766      15,400    765,996      
Northern Trust Corp.   -      -      600      38,526      600    38,526      
Raymond James Financial, Inc.   -      -      8,900      451,497      8,900    451,497      
SEI Investments Co.   6,000      196,620      -      -      6,000    196,620      
TD Ameritrade Holding Corp.   -      -      9,500      297,825      9,500    297,825      
Waddell & Reed Financial, Inc. - Class A   6,200      388,058      -      -      6,200    388,058      

 

4
 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Chemicals                                   3.7%
Albemarle Corp.   1,200      85,800      -      -      1,200    85,800      
Ashland, Inc.   -      -      800      86,992      800    86,992      
Cabot Corp.   -      -      16,800      974,232      16,800    974,232      
Celanese Corp.   6,100      392,108      -      -      6,100    392,108      
Cytec Industries, Inc.   -      -      3,300      347,886      3,300    347,886      
Dow Chemical Co.   23,900      1,229,894      4,200      216,132      28,100    1,446,026      
Eastman Chemical Co.   5,900      515,365      -      -      5,900    515,365      
Ecolab, Inc.   22,114      2,462,173      -      -      22,114    2,462,173      
EI du Pont de Nemours & Co.   11,200      732,928      -      -      11,200    732,928      
FMC Corp.   15,600      1,110,564      -      -      15,600    1,110,564      
Huntsman Corp.   -      -      6,400      179,840      6,400    179,840      
International Flavors & Fragrances, Inc.   6,600      688,248      -      -      6,600    688,248      
LyondellBasell Industries NV - Class A   17,000      1,660,050      -      -      17,000    1,660,050      
Monsanto Co.   4,400      548,856      -      -      4,400    548,856      
NewMarket Corp.   3,300      1,293,963      -      -      3,300    1,293,963      
PPG Industries, Inc.   300      63,045      800      168,120      1,100    231,165      
Praxair, Inc.   2,200      292,248      -      -      2,200    292,248      
Scotts Miracle-Gro Co. - Class A   20,800      1,182,688      -      -      20,800    1,182,688      
Sherwin-Williams Co.   4,000      827,640      -      -      4,000    827,640      
Sigma-Aldrich Corp.   7,900      801,692      1,200      121,776      9,100    923,468      
Westlake Chemical Corp.   5,200      435,552      1,800      150,768      7,000    586,320      
WR Grace & Co.*   4,000      378,120      -      -      4,000    378,120      
                                            
Commercial Banks                                         1.8%
Bank of America Corp.   -      -      65,200      1,002,124      65,200    1,002,124      
BankUnited, Inc.   -      -      7,300      244,404      7,300    244,404      
BB&T Corp.   -      -      23,300      918,719      23,300    918,719      
Comerica, Inc.   -      -      5,700      285,912      5,700    285,912      
Commerce Bancshares, Inc.   -      -      350      16,275      350    16,275      
Cullen/Frost Bankers, Inc.   -      -      4,800      381,216      4,800    381,216      
East West Bancorp, Inc.   -      -      1,700      59,483      1,700    59,483      
Fifth Third Bancorp   -      -      29,800      636,230      29,800    636,230      
First Republic Bank   -      -      5,600      307,944      5,600    307,944      
Huntington Bancshares, Inc.   -      -      31,200      297,648      31,200    297,648      
KeyCorp   -      -      6,800      97,444      6,800    97,444      
M&T Bank Corp.   -      -      1,300      161,265      1,300    161,265      
Signature Bank*   1,200      151,416      -      -      1,200    151,416      
SunTrust Banks, Inc.   -      -      3,400      136,204      3,400    136,204      
SVB Financial Group*   -      -      5,300      618,086      5,300    618,086      
TCF Financial Corp.   -      -      800      13,096      800    13,096      
U.S. Bancorp   -      -      47,900      2,075,028      47,900    2,075,028      
Wells Fargo & Co.   -      -      17,661      928,262      17,661    928,262      

 

 

5
 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Commercial Services & Supplies                                   0.9%
Cintas Corp.   16,400      1,042,056      1,500      95,310      17,900    1,137,366      
Clean Harbors, Inc.*   3,800      244,150      -      -      3,800    244,150      
Copart, Inc.*   11,500      413,540      -      -      11,500    413,540      
KAR Auction Services, Inc.   -      -      2,600      82,862      2,600    82,862      
Pitney Bowes, Inc.   21,200      585,544      5,600      154,672      26,800    740,216      
Republic Services, Inc.   -      -      200      7,594      200    7,594      
RR Donnelley & Sons Co.   11,200      189,952      -      -      11,200    189,952      
Stericycle, Inc.*   3,900      461,838      -      -      3,900    461,838      
Waste Connections, Inc.   3,400      165,070      -      -      3,400    165,070      
Waste Management, Inc.   8,900      398,097      -      -      8,900    398,097      
                                            
Communications Equipment                                         2.1%
Brocade Communications Systems, Inc.   -      -      42,200      388,240      42,200    388,240      
F5 Networks, Inc.*   8,000      891,520      -      -      8,000    891,520      
Harris Corp.   9,200      696,900      9,900      749,925      19,100    1,446,825      
Juniper Networks, Inc.*   52,700      1,293,258      -      -      52,700    1,293,258      
Motorola Solutions, Inc.   24,800      1,650,936      1,700      113,169      26,500    1,764,105      
Palo Alto Networks, Inc.*   12,900      1,081,665      -      -      12,900    1,081,665      
QUALCOMM, Inc.   26,400      2,090,880      -      -      26,400    2,090,880      
Riverbed Technology, Inc.*   21,700      447,671      -      -      21,700    447,671      
                                            
Construction & Engineering                                         0.8%
AECOM Technology Corp.*   5,100      164,220      -      -      5,100    164,220      
Chicago Bridge & Iron Co. NV   23,700      1,616,340      -      -      23,700    1,616,340      
Fluor Corp.   3,400      261,460      800      61,520      4,200    322,980      
Jacobs Engineering Group, Inc.*   -      -      1,100      58,608      1,100    58,608      
Quanta Services, Inc.*   23,100      798,798      18,200      629,356      41,300    1,428,154      
                                            
Construction Materials                                         0.3%
Eagle Materials, Inc.   2,900      273,412      -      -      2,900    273,412      
Martin Marietta Materials, Inc.#   7,700      1,016,785      -      -      7,700    1,016,785      
                                            
Consumer Finance                                         0.8%
American Express Co.   22,900      2,172,523      -      -      22,900    2,172,523      
Capital One Financial Corp.   -      -      5,000      413,000      5,000    413,000      
Discover Financial Services   -      -      4,300      266,514      4,300    266,514      
Navient Corp.   -      -      16,300      288,673      16,300    288,673      
SLM Corp.   -      -      30,600      254,286      30,600    254,286      
                                            
Containers & Packaging                                         0.9%
AptarGroup, Inc.   2,900      194,329      2,400      160,824      5,300    355,153      
Ball Corp.   15,400      965,272      -      -      15,400    965,272      
Bemis Co., Inc.   -      -      5,600      227,696      5,600    227,696      
Crown Holdings, Inc.*   2,800      139,328      -      -      2,800    139,328      
Packaging Corp. of America   27,600      1,973,124      -      -      27,600    1,973,124      
Silgan Holdings, Inc.   9,700      492,954      -      -      9,700    492,954      
Sonoco Products Co.   -      -      2,900      127,397      2,900    127,397      
6
 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Distributors                                                             0.1 %
Genuine Parts Co.     5,300         465,340         1,200         105,360         6,500       570,700          
                                                                 
Diversified Consumer Services                                                             0.2 %
Graham Holdings Co. - Class B     -         -         700         502,677         700       502,677          
H&R Block, Inc.     4,800         160,896         -         -         4,800       160,896          
                                                                 
Diversified Financial Services                                                             1.9 %
CBOE Holdings, Inc.     37,700         1,855,217         -         -         37,700       1,855,217          
CME Group, Inc.     -         -         500         35,475         500       35,475          
IntercontinentalExchange Group, Inc.     7,800         1,473,420         3,657         690,807         11,457       2,164,227          
McGraw Hill Financial, Inc.     42,100         3,495,563         10,600         880,118         52,700       4,375,681          
MSCI, Inc.*     700         32,095         -         -         700       32,095          
NASDAQ OMX Group, Inc.     -         -         7,200         278,064         7,200       278,064          
                                                                 
Diversified Telecommunication Services                                                             0.3 %
CenturyLink, Inc.     -         -         2,262         81,884         2,262       81,884          
Frontier Communications Corp.#     -         -         8,700         50,808         8,700       50,808          
Level 3 Communications, Inc.*,#     14,800         649,868         5,900         259,069         20,700       908,937          
Verizon Communications, Inc.     2,300         112,539         -         -         2,300       112,539          
Windstream Holdings, Inc.#     41,600         414,336         -         -         41,600       414,336          
                                                                 
Electric Utilities                                                             1.5 %
American Electric Power Co., Inc.     -         -         5,600         312,312         5,600       312,312          
Edison International     -         -         11,700         679,887         11,700       679,887          
Entergy Corp.     -         -         800         65,672         800       65,672          
Exelon Corp.     -         -         9,800         357,504         9,800       357,504          
Great Plains Energy, Inc.     -         -         24,800         666,376         24,800       666,376          
ITC Holdings Corp.     62,100         2,265,408         -         -         62,100       2,265,408          
NextEra Energy, Inc.     -         -         12,100         1,240,008         12,100       1,240,008          
Northeast Utilities     -         -         5,661         267,596         5,661       267,596          
Pepco Holdings, Inc.     -         -         1,700         46,716         1,700       46,716          
PPL Corp.     -         -         10,300         365,959         10,300       365,959          
Westar Energy, Inc.     -         -         12,700         485,013         12,700       485,013          
Xcel Energy, Inc.     -         -         4,900         157,927         4,900       157,927          
                                                                 
Electrical Equipment                                                             0.4 %
AMETEK, Inc.     2,100         109,788         -         -         2,100       109,788          
Babcock & Wilcox Co.     8,500         275,910         1,400         45,444         9,900       321,354          
Eaton Corp. PLC     -         -         1,400         108,052         1,400       108,052          
Emerson Electric Co.     7,300         484,428         5,200         345,072         12,500       829,500          
Hubbell, Inc. - Class B     1,100         135,465         -         -         1,100       135,465          
Rockwell Automation, Inc.     2,700         337,932         -         -         2,700       337,932          
7
 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Electronic Equipment, Instruments & Components                                   0.7%
Amphenol Corp. - Class A   2,400      231,216      -      -      2,400    231,216      
Arrow Electronics, Inc.*   -      -      6,900      416,829      6,900    416,829      
Avnet, Inc.   -      -      7,400      327,894      7,400    327,894      
Corning, Inc.   -      -      39,900      875,805      39,900    875,805      
FLIR Systems, Inc.   6,900      239,637      7,000      243,110      13,900    482,747      
Ingram Micro, Inc. - Class A*   -      -      14,800      432,308      14,800    432,308      
Tech Data Corp.*   -      -      3,000      187,560      3,000    187,560      
Zebra Technologies Corp. - Class A*   1,500      123,480      500      41,160      2,000    164,640      
                                            
Energy Equipment & Services                                         1.8%
Baker Hughes, Inc.   7,600      565,820      1,000      74,450      8,600    640,270      
Cameron International Corp.*   18,800      1,272,948      500      33,855      19,300    1,306,803      
Dresser-Rand Group, Inc.*   1,700      108,341      -      -      1,700    108,341      
Halliburton Co.   14,900      1,058,049      -      -      14,900    1,058,049      
Helmerich & Payne, Inc.   -      -      17,000      1,973,870      17,000    1,973,870      
Nabors Industries, Ltd.   -      -      16,600      487,542      16,600    487,542      
Patterson-UTI Energy, Inc.   -      -      13,300      464,702      13,300    464,702      
Schlumberger, Ltd. (U.S. Shares)   9,200      1,085,140      -      -      9,200    1,085,140      
Superior Energy Services, Inc.   -      -      6,500      234,910      6,500    234,910      
Unit Corp.*   -      -      13,100      901,673      13,100    901,673      
                                            
Food & Staples Retailing                                         1.0%
Costco Wholesale Corp.   1,200      138,192      -      -      1,200    138,192      
CVS Caremark Corp.   18,900      1,424,493      20,500      1,545,085      39,400    2,969,578      
Kroger Co.   7,300      360,839      -      -      7,300    360,839      
Safeway, Inc.   9,900      339,966      100      3,434      10,000    343,400      
Sysco Corp.   1,700      63,665      -      -      1,700    63,665      
Wal-Mart Stores, Inc.   3,900      292,773      -      -      3,900    292,773      
Walgreen Co.   4,200      311,346      -      -      4,200    311,346      
                                            
Food Products                                         2.0%
Archer-Daniels-Midland Co.   11,700      516,087      14,100      621,951      25,800    1,138,038      
General Mills, Inc.   11,400      598,956      -      -      11,400    598,956      
Hershey Co.   13,200      1,285,284      -      -      13,200    1,285,284      
Hillshire Brands Co.   13,300      828,590      -      -      13,300    828,590      
Hormel Foods Corp.   16,800      829,080      -      -      16,800    829,080      
JM Smucker Co.   -      -      400      42,628      400    42,628      
Kellogg Co.   1,600      105,120      -      -      1,600    105,120      
Keurig Green Mountain, Inc.   3,500      436,135      -      -      3,500    436,135      
Kraft Foods Group, Inc.   3,600      215,820      -      -      3,600    215,820      
McCormick & Co., Inc.   3,000      214,770      -      -      3,000    214,770      
Mead Johnson Nutrition Co.   1,000      93,170      -      -      1,000    93,170      
Tyson Foods, Inc. - Class A   -      -      60,600      2,274,924      60,600    2,274,924      
WhiteWave Foods Co.*   25,300      818,961      -      -      25,300    818,961      
8
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Gas Utilities                                  0.3%
AGL Resources, Inc.   -      -      2,600      143,078      2,600    143,078      
Atmos Energy Corp.   -      -      7,500      400,500      7,500    400,500      
National Fuel Gas Co.   -      -      1,000      78,300      1,000    78,300      
Questar Corp.   8,300      205,840      -      -      8,300    205,840      
UGI Corp.   -      -      5,900      297,950      5,900    297,950      
                                            
Health Care Equipment & Supplies                                         2.4%
Alere, Inc.*   -      -      5,100      190,842      5,100    190,842      
Baxter International, Inc.   6,200      448,260      -      -      6,200    448,260      
Becton Dickinson and Co.   9,000      1,064,700      -      -      9,000    1,064,700      
Boston Scientific Corp.*   -      -      36,300      463,551      36,300    463,551      
CareFusion Corp.*   -      -      6,200      274,970      6,200    274,970      
CR Bard, Inc.   5,400      772,254      -      -      5,400    772,254      
Edwards Lifesciences Corp.*   8,600      738,224      -      -      8,600    738,224      
IDEXX Laboratories, Inc.*   14,500      1,936,765      -      -      14,500    1,936,765      
ResMed, Inc.#   4,800      243,024      -      -      4,800    243,024      
Sirona Dental Systems, Inc.*   5,400      445,284      -      -      5,400    445,284      
St Jude Medical, Inc.   11,000      761,750      6,200      429,350      17,200    1,191,100      
Stryker Corp.   7,900      666,128      2,100      177,072      10,000    843,200      
Teleflex, Inc.   -      -      5,700      601,920      5,700    601,920      
Varian Medical Systems, Inc.*   9,700      806,458      -      -      9,700    806,458      
Zimmer Holdings, Inc.   4,000      415,440      4,100      425,826      8,100    841,266      
                                            
Health Care Providers & Services                                         3.3%
Aetna, Inc.   12,200      989,176      6,190      501,885      18,390    1,491,061      
AmerisourceBergen Corp.   34,000      2,470,440      -      -      34,000    2,470,440      
Brookdale Senior Living, Inc.*   10,300      343,402      -      -      10,300    343,402      
Cardinal Health, Inc.   -      -      5,000      342,800      5,000    342,800      
Catamaran Corp. (U.S. Shares)*   3,100      136,896      -      -      3,100    136,896      
Cigna Corp.   5,000      459,850      -      -      5,000    459,850      
DaVita HealthCare Partners, Inc.*   2,100      151,872      -      -      2,100    151,872      
Express Scripts Holding Co.*   18,735      1,298,898      11,500      797,295      30,235    2,096,193      
HCA Holdings, Inc.   9,400      529,972      9,900      558,162      19,300    1,088,134      
Henry Schein, Inc.*   6,700      795,089      -      -      6,700    795,089      
Humana, Inc.   -      -      2,600      332,072      2,600    332,072      
Laboratory Corp. of America Holdings*   3,100      317,440      -      -      3,100    317,440      
McKesson Corp.   6,200      1,154,502      -      -      6,200    1,154,502      
MEDNAX, Inc.*   18,500      1,075,775      4,800      279,120      23,300    1,354,895      
Omnicare, Inc.   -      -      17,100      1,138,347      17,100    1,138,347      
Patterson Cos., Inc.   4,000      158,040      -      -      4,000    158,040      
UnitedHealth Group, Inc.   -      -      1,300      106,275      1,300    106,275      
Universal Health Services, Inc. - Class B   4,800      459,648      -      -      4,800    459,648      
WellPoint, Inc.   -      -      5,800      624,138      5,800    624,138      

 

9
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Hotels, Restaurants & Leisure                                   2.4%
Brinker International, Inc.   22,700      1,104,355      -      -      22,700    1,104,355      
Burger King Worldwide, Inc.#   42,800      1,165,016      -      -      42,800    1,165,016      
Domino's Pizza, Inc.   13,100      957,479      -      -      13,100    957,479      
Dunkin' Brands Group, Inc.   5,700      261,117      -      -      5,700    261,117      
Las Vegas Sands Corp.   7,800      594,516      -      -      7,800    594,516      
Marriott International, Inc. - Class A   14,000      897,400      8,300      532,030      22,300    1,429,430      
McDonald's Corp.   12,800      1,289,472      -      -      12,800    1,289,472      
MGM Resorts International*   -      -      29,600      781,440      29,600    781,440      
Panera Bread Co. - Class A*   800      119,864      -      -      800    119,864      
Royal Caribbean Cruises, Ltd. (U.S. Shares)   -      -      8,800      489,280      8,800    489,280      
Six Flags Entertainment Corp.   7,900      336,145      -      -      7,900    336,145      
Starwood Hotels & Resorts Worldwide, Inc.   4,100      331,362      -      -      4,100    331,362      
Wendy's Co.   -      -      2,200      18,766      2,200    18,766      
Wyndham Worldwide Corp.   7,200      545,184      -      -      7,200    545,184      
Wynn Resorts, Ltd.   7,200      1,494,432      -      -      7,200    1,494,432      
                                            
Household Durables                                         1.2%
Garmin, Ltd.   -      -      4,200      255,780      4,200    255,780      
Harman International Industries, Inc.   -      -      3,200      343,776      3,200    343,776      
Jarden Corp.*   2,400      142,440      -      -      2,400    142,440      
Leggett & Platt, Inc.   -      -      600      20,568      600    20,568      
Newell Rubbermaid, Inc.   18,500      573,315      24,900      771,651      43,400    1,344,966      
NVR, Inc.*   1,500      1,725,900      200      230,120      1,700    1,956,020      
PulteGroup, Inc.   22,900      461,664      -      -      22,900    461,664      
Tempur Sealy International, Inc.*   9,400      561,180      -      -      9,400    561,180      
Whirlpool Corp.   1,400      194,908      800      111,376      2,200    306,284      
                                            
Household Products                                         1.9%
Church & Dwight Co., Inc.   15,800      1,105,210      -      -      15,800    1,105,210      
Clorox Co.   15,400#      1,407,560      3,500      319,900      18,900    1,727,460      
Colgate-Palmolive Co.   30,400      2,072,672      -      -      30,400    2,072,672      
Kimberly-Clark Corp.   24,900      2,769,378      8,300      923,126      33,200    3,692,504      
                                            
Independent Power and Renewable Electricity Producers                                         0.2%
Calpine Corp.*   10,900      259,529      100      2,381      11,000    261,910      
NRG Energy, Inc.   -      -      22,200      825,840      22,200    825,840      
                                            
Industrial Conglomerates                                         0.7%
3M Co.   20,000      2,864,800      800      114,592      20,800    2,979,392      
Carlisle Cos., Inc.   1,600      138,592      -      -      1,600    138,592      
Roper Industries, Inc.   1,600      233,616      -      -      1,600    233,616      

 

10
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Information Technology Services                                   6.2%
Accenture PLC - Class A (U.S. Shares)   16,200      1,309,608      -      -      16,200    1,309,608      
Alliance Data Systems Corp.*   11,700      3,290,625      -      -      11,700    3,290,625      
Amdocs, Ltd. (U.S. Shares)   -      -      14,900      690,317      14,900    690,317      
Automatic Data Processing, Inc.   27,900      2,211,912      -      -      27,900    2,211,912      
Broadridge Financial Solutions, Inc.   38,900      1,619,796      -      -      38,900    1,619,796      
Cognizant Technology Solutions Corp. - Class A*   31,600      1,545,556      -      -      31,600    1,545,556      
DST Systems, Inc.   20,100      1,852,617      1,600      147,472      21,700    2,000,089      
Fidelity National Information Services, Inc.   6,800      372,232      13,100      717,094      19,900    1,089,326      
Fiserv, Inc.*   11,800      711,776      -      -      11,800    711,776      
FleetCor Technologies, Inc.*   11,400      1,502,520      -      -      11,400    1,502,520      
Gartner, Inc.*   26,600      1,875,832      -      -      26,600    1,875,832      
Genpact, Ltd.   23,700      415,461      -      -      23,700    415,461      
Global Payments, Inc.   15,200      1,107,320      -      -      15,200    1,107,320      
International Business Machines Corp.   19,300      3,498,511      -      -      19,300    3,498,511      
Jack Henry & Associates, Inc.   32,900      1,955,247      -      -      32,900    1,955,247      
Paychex, Inc.   34,800      1,446,288      2,300      95,588      37,100    1,541,876      
Vantiv, Inc. - Class A*   1,400      47,068      -      -      1,400    47,068      
VeriFone Systems, Inc.*   -      -      8,100      297,675      8,100    297,675      
Visa, Inc. - Class A   7,500      1,580,325      -      -      7,500    1,580,325      
                                            
Insurance                                         4.3%
Aflac, Inc.   -      -      13,000      809,250      13,000    809,250      
Allied World Assurance Co. Holdings AG   -      -      8,400      319,368      8,400    319,368      
Allstate Corp.   -      -      14,400      845,568      14,400    845,568      
American Financial Group, Inc.   1,600      95,296      17,300      1,030,388      18,900    1,125,684      
Aon PLC   18,400      1,657,656      4,700      423,423      23,100    2,081,079      
Arch Capital Group, Ltd.*   -      -      21,800      1,252,192      21,800    1,252,192      
Aspen Insurance Holdings, Ltd.   -      -      7,300      331,566      7,300    331,566      
Assurant, Inc.   -      -      23,400      1,533,870      23,400    1,533,870      
Assured Guaranty, Ltd.   -      -      5,300      129,850      5,300    129,850      
Axis Capital Holdings, Ltd.   8,800      389,664      14,200      628,776      23,000    1,018,440      
Cincinnati Financial Corp.   -      -      19,400      931,976      19,400    931,976      
Endurance Specialty Holdings, Ltd.   -      -      1,700      87,703      1,700    87,703      
Everest Re Group, Ltd.   -      -      2,800      449,372      2,800    449,372      
Genworth Financial, Inc. - Class A*   -      -      51,600      897,840      51,600    897,840      
Hartford Financial Services Group, Inc.   -      -      3,800      136,078      3,800    136,078      
HCC Insurance Holdings, Inc.   -      -      14,200      694,948      14,200    694,948      
Markel Corp.*   -      -      1,100      721,204      1,100    721,204      
Marsh & McLennan Cos., Inc.   35,700      1,849,974      12,600      652,932      48,300    2,502,906      
PartnerRe, Ltd.   -      -      100      10,921      100    10,921      
Principal Financial Group, Inc.   -      -      500      25,240      500    25,240      
Protective Life Corp.   -      -      7,400      513,042      7,400    513,042      
Reinsurance Group of America, Inc.   -      -      15,300      1,207,170      15,300    1,207,170      
StanCorp Financial Group, Inc.   -      -      10,500      672,000      10,500    672,000      
Torchmark Corp.   -      -      11,200      917,504      11,200    917,504      
Travelers Cos., Inc.   -      -      1,800      169,326      1,800    169,326      
Unum Group   -      -      2,800      97,328      2,800    97,328      
Validus Holdings, Ltd.   -      -      900      34,416      900    34,416      

 

11
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Internet & Catalog Retail                                   0.7%
Amazon.com, Inc.*   200      64,956      -      -      200    64,956      
Expedia, Inc.   5,100      401,676      -      -      5,100    401,676      
HomeAway, Inc.*   7,800      271,596      -      -      7,800    271,596      
Liberty Interactive Corp. - Class A*   9,600      281,856      -      -      9,600    281,856      
Liberty Ventures*   1,900      140,220      -      -      1,900    140,220      
Netflix, Inc.*   3,000      1,321,800      -      -      3,000    1,321,800      
Priceline Group, Inc.*   400      481,200      -      -      400    481,200      
                                            
Internet Software & Services                                         2.1%
eBay, Inc.*   5,100      255,306      -      -      5,100    255,306      
Equinix, Inc.*   3,900      819,351      -      -      3,900    819,351      
Facebook, Inc. - Class A*   30,500      2,052,345      -      -      30,500    2,052,345      
Google, Inc. - Class A*   2,800      1,637,076      -      -      2,800    1,637,076      
Google, Inc. - Class C*   2,800      1,610,784      -      -      2,800    1,610,784      
IAC/InterActiveCorp   17,100      1,183,833      -      -      17,100    1,183,833      
Twitter, Inc.*   1,800      73,746      -      -      1,800    73,746      
VeriSign, Inc.#   18,600      907,866      -      -      18,600    907,866      
Yahoo!, Inc.*   -      -      23,200      815,016      23,200    815,016      
                                            
Leisure Products                                         0.3%
Hasbro, Inc.#   18,400      976,120      -      -      18,400    976,120      
Polaris Industries, Inc.   1,800      234,432      -      -      1,800    234,432      
                                            
Life Sciences Tools & Services                                         1.5%
Agilent Technologies, Inc.   17,400      999,456      2,400      137,856      19,800    1,137,312      
Bruker Corp.*   4,700      114,069      -      -      4,700    114,069      
Charles River Laboratories International, Inc.*   8,900      476,328      7,100      379,992      16,000    856,320      
Covance, Inc.*   2,400      205,392      -      -      2,400    205,392      
Illumina, Inc.*,#   15,800      2,820,932      -      -      15,800    2,820,932      
PerkinElmer, Inc.   -      -      19,300      904,012      19,300    904,012      
Thermo Fisher Scientific, Inc.   -      -      7,900      932,200      7,900    932,200      
                                            
Machinery                                         4.1%
Caterpillar, Inc.   5,600      608,552      2,300      249,941      7,900    858,493      
Colfax Corp.*   13,200      983,928      -      -      13,200    983,928      
Crane Co.   2,800      208,208      -      -      2,800    208,208      
Cummins, Inc.   3,500      540,015      200      30,858      3,700    570,873      
Deere & Co.   6,700      606,685      -      -      6,700    606,685      
Donaldson Co., Inc.   5,100      215,832      100      4,232      5,200    220,064      
Dover Corp.   3,300      300,135      3,600      327,420      6,900    627,555      
Flowserve Corp.   6,300      468,405      -      -      6,300    468,405      
IDEX Corp.   5,900      476,366      -      -      5,900    476,366      
Illinois Tool Works, Inc.   10,400      910,624      2,200      192,632      12,600    1,103,256      
Ingersoll-Rand PLC   10,700      668,857      4,700      293,797      15,400    962,654      

 

12
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Joy Global, Inc.   -      -      3,400      209,372      3,400    209,372     
Lincoln Electric Holdings, Inc.   10,200      712,776      -      -      10,200    712,776      
Manitowoc Co., Inc.   63,900      2,099,754      -      -      63,900    2,099,754      
Nordson Corp.   1,500      120,285      -      -      1,500    120,285      
PACCAR, Inc.   9,000      565,470      4,700      295,301      13,700    860,771      
Pall Corp.   7,600      648,964      -      -      7,600    648,964      
Pentair PLC   -      -      11,000      793,320      11,000    793,320      
Snap-on, Inc.   900      106,668      2,100      248,892      3,000    355,560      
Stanley Black & Decker, Inc.   1,800      158,076      -      -      1,800    158,076      
Terex Corp.   -      -      15,600      641,160      15,600    641,160      
Toro Co.   27,400      1,742,640      -      -      27,400    1,742,640      
Trinity Industries, Inc.   -      -      1,800      78,696      1,800    78,696      
Valmont Industries, Inc.   1,800      273,510      -      -      1,800    273,510      
WABCO Holdings, Inc.*   7,200      769,104      -      -      7,200    769,104      
Wabtec Corp.   21,800      1,800,462      -      -      21,800    1,800,462      
                                            
Marine                                         0.1%
Kirby Corp.*   2,800      327,992      500      58,570      3,300    386,562      
                                            
Media                                         3.8%
CBS Corp. - Class B   900      55,926      4,100      254,774      5,000    310,700      
Comcast Corp. - Class A   51,700      2,775,256      18,650      1,001,132      70,350    3,776,388      
DIRECTV*   4,600      391,046      -      -      4,600    391,046      
DISH Network Corp. - Class A   30,200      1,965,416      -      -      30,200    1,965,416      
Interpublic Group of Cos., Inc.   20,400      398,004      2,900      56,579      23,300    454,583      
John Wiley & Sons, Inc. - Class A   -      -      13,600      824,024      13,600    824,024      
Lamar Advertising Co. - Class A   4,200      222,600      -      -      4,200    222,600      
News Corp. - Class A*   11,300      202,722      -      -      11,300    202,722      
Omnicom Group, Inc.   20,300      1,445,766      -      -      20,300    1,445,766      
Starz - Class A*   16,900      503,451      -      -      16,900    503,451      
Time Warner Cable, Inc.   22,200      3,270,060      -      -      22,200    3,270,060      
Time Warner, Inc.   -      -      4,500      316,125      4,500    316,125      
Time, Inc.*   -      -      700      16,954      700    16,954      
Viacom, Inc. - Class B   19,700      1,708,581      -      -      19,700    1,708,581      
Walt Disney Co.   19,200      1,646,208      -      -      19,200    1,646,208      
                                            
Metals & Mining                                         0.8%
Alcoa, Inc.   -      -      12,300      183,147      12,300    183,147      
Allegheny Technologies, Inc.   -      -      2,600      117,260      2,600    117,260      
Carpenter Technology Corp.   -      -      6,700      423,775      6,700    423,775      
Compass Minerals International, Inc.   1,500      143,610      -      -      1,500    143,610      
Nucor Corp.   -      -      300      14,775      300    14,775      
Royal Gold, Inc.   12,800      974,336      12,800      974,336      25,600    1,948,672      
Southern Copper Corp.   14,600      443,402      -      -      14,600    443,402      
United States Steel Corp.#   -      -      19,800      515,592      19,800    515,592      

 

13
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Multi-Utilities                                 1.7%
Alliant Energy Corp.   -      -      3,400      206,924      3,400    206,924      
Ameren Corp.   -      -      9,800      400,624      9,800    400,624      
CMS Energy Corp.   -      -      34,900      1,087,135      34,900    1,087,135      
DTE Energy Co.   -      -      10,900      848,783      10,900    848,783      
Integrys Energy Group, Inc.   -      -      4,000      284,520      4,000    284,520      
MDU Resources Group, Inc.   -      -      16,500      579,150      16,500    579,150      
NiSource, Inc.   -      -      7,400      291,116      7,400    291,116      
PG&E Corp.   -      -      6,300      302,526      6,300    302,526      
Public Service Enterprise Group, Inc.   -      -      9,200      375,268      9,200    375,268      
SCANA Corp.   -      -      9,200      495,052      9,200    495,052      
Sempra Energy   -      -      17,600      1,842,896      17,600    1,842,896      
Vectren Corp.   -      -      9,300      395,250      9,300    395,250      
Wisconsin Energy Corp.   -      -      10,500      492,660      10,500    492,660      
                                            
Multiline Retail                                         0.2%
Big Lots, Inc.   3,900      178,230      -      -      3,900    178,230      
Dillard's, Inc. - Class A#   4,300      501,423      -      -      4,300    501,423      
Macy's, Inc.   3,700      214,674      2,300      133,446      6,000    348,120      
                                            
Oil, Gas & Consumable Fuels                                         5.0%
Anadarko Petroleum Corp.   1,900      207,993      -      -      1,900    207,993      
Cabot Oil & Gas Corp.   3,900      133,146      -      -      3,900    133,146      
Cheniere Energy, Inc.*   18,300      1,312,110      -      -      18,300    1,312,110      
Chesapeake Energy Corp.   -      -      2,900      90,132      2,900    90,132      
Chevron Corp.   -      -      500      65,275      500    65,275      
Cimarex Energy Co.   -      -      2,700      387,342      2,700    387,342      
Cobalt International Energy, Inc.*   6,300      115,605      -      -      6,300    115,605      
Concho Resources, Inc.*   8,100      1,170,450      -      -      8,100    1,170,450      
ConocoPhillips   -      -      193      16,546      193    16,546      
CONSOL Energy, Inc.   -      -      8,200      377,774      8,200    377,774      
Continental Resources, Inc.*   3,000      474,120      -      -      3,000    474,120      
EOG Resources, Inc.   6,100      712,846      4,600      537,556      10,700    1,250,402      
EQT Corp.   19,400      2,073,860      1,500      160,350      20,900    2,234,210      
Exxon Mobil Corp.   -      -      24,129      2,429,308      24,129    2,429,308      
Gulfport Energy Corp.*   25,100      1,576,280      3,200      200,960      28,300    1,777,240      
Hess Corp.   -      -      2,100      207,669      2,100    207,669      
Marathon Petroleum Corp.   -      -      2,550      199,078      2,550    199,078      
Noble Energy, Inc.   2,100      162,666      -      -      2,100    162,666      
ONEOK, Inc.   16,800      1,143,744      2,400      163,392      19,200    1,307,136      
Phillips 66   -      -      14,100      1,134,063      14,100    1,134,063      
QEP Resources, Inc.   800      27,600      -      -      800    27,600      
Range Resources Corp.   10,700      930,365      -      -      10,700    930,365      
SandRidge Energy, Inc.*   -      -      1,200      8,580      1,200    8,580      
SM Energy Co.   20,900      1,757,690      -      -      20,900    1,757,690      

 

14
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Southwestern Energy Co.*   23,300      1,059,917      -      -      23,300    1,059,917     
Spectra Energy Corp.   -      -      12,400      526,752      12,400    526,752      
Teekay Corp. (U.S. Shares)   -      -      8,200      510,450      8,200    510,450      
Ultra Petroleum Corp. (U.S. Shares)*   -      -      4,000      118,760      4,000    118,760      
Valero Energy Corp.   -      -      20,500      1,027,050      20,500    1,027,050      
Whiting Petroleum Corp.*   1,700      136,425      800      64,200      2,500    200,625      
Williams Cos., Inc.   18,000      1,047,780      -      -      18,000    1,047,780      
World Fuel Services Corp.   10,100      497,223      900      44,307      11,000    541,530      
                                            
Paper & Forest Products                                         0.1%
Domtar Corp.   -      -      9,600      411,360      9,600    411,360      
                                            
Pharmaceuticals                                         4.1%
AbbVie, Inc.   13,400      756,296      -      -      13,400    756,296      
Actavis PLC*,#   21,824      4,867,843      -      -      21,824    4,867,843      
Allergan, Inc.   6,000      1,015,320      -      -      6,000    1,015,320      
Eli Lilly & Co.   12,700      789,559      -      -      12,700    789,559      
Endo International PLC*   24,100      1,687,482      -      -      24,100    1,687,482      
Forest Laboratories, Inc.*   -      -      10,100      999,900      10,100    999,900      
Jazz Pharmaceuticals PLC*   21,000      3,087,210      -      -      21,000    3,087,210      
Johnson & Johnson   6,500      680,030      -      -      6,500    680,030      
Mallinckrodt PLC*,#   -      -      1,200      96,024      1,200    96,024      
Mylan, Inc.*   31,100      1,603,516      -      -      31,100    1,603,516      
Perrigo Co. PLC   10,000      1,457,600      -      -      10,000    1,457,600      
Pfizer, Inc.   -      -      36,871      1,094,331      36,871    1,094,331      
Salix Pharmaceuticals, Ltd.*,#   4,900      604,415      -      -      4,900    604,415      
                                            
Professional Services                                         0.7%
Dun & Bradstreet Corp.#   3,400      374,680      -      -      3,400    374,680      
Equifax, Inc.   8,900      645,606      -      -      8,900    645,606      
Manpowergroup, Inc.   -      -      1,200      101,820      1,200    101,820      
Nielsen Holdings NV   23,200      1,123,112      10,500      508,305      33,700    1,631,417      
Robert Half International, Inc.   5,500      262,570      -      -      5,500    262,570      
Towers Watson & Co. - Class A   -      -      2,300      239,729      2,300    239,729      
                                            
Real Estate Investment Trusts (REITs)                                         3.1%
Alexandria Real Estate Equities, Inc.   -      -      2,000      155,280      2,000    155,280      
American Campus Communities, Inc.   -      -      1,000      38,240      1,000    38,240      
American Tower Corp.   2,300      206,954      -      -      2,300    206,954      
Annaly Capital Management, Inc.   -      -      4,300      49,149      4,300    49,149      
Apartment Investment & Management Co. - Class A   16,100      519,547      -      -      16,100    519,547      
BioMed Realty Trust, Inc.   -      -      1,400      30,562      1,400    30,562      
Boston Properties, Inc.   4,600      543,628      2,300      271,814      6,900    815,442      
Camden Property Trust   -      -      900      64,035      900    64,035      
CommonWealth REIT   -      -      2,000      52,640      2,000    52,640      
Corporate Office Properties Trust   -      -      16,300      453,303      16,300    453,303      
Corrections Corp. of America   3,100      101,835      -      -      3,100    101,835      

 

15
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Digital Realty Trust, Inc.#   12,600      734,832      -      -      12,600    734,832     
Douglas Emmett, Inc.   -      -      5,800      163,676      5,800    163,676      
Equity Lifestyle Properties, Inc.   26,300      1,161,408      4,500      198,720      30,800    1,360,128      
Equity Residential   -      -      1,600      100,800      1,600    100,800      
Extra Space Storage, Inc.   6,700      356,775      -      -      6,700    356,775      
Federal Realty Investment Trust   6,700      810,164      300      36,276      7,000    846,440      
Gaming and Leisure Properties, Inc.   -      -      17      578      17    578      
Host Hotels & Resorts, Inc.   -      -      3,600      79,236      3,600    79,236      
Kilroy Realty Corp.   -      -      5,000      311,400      5,000    311,400      
Kimco Realty Corp.   -      -      3,000      68,940      3,000    68,940      
Macerich Co.   -      -      1,500      100,125      1,500    100,125      
MFA Financial, Inc.   -      -      27,600      226,596      27,600    226,596      
Mid-America Apartment Communities, Inc.   -      -      1,800      131,490      1,800    131,490      
Omega Healthcare Investors, Inc.#   17,100      630,306      -      -      17,100    630,306      
Post Properties, Inc.   -      -      3,400      181,764      3,400    181,764      
Public Storage   4,400      753,940      1,100      188,485      5,500    942,425      
Regency Centers Corp.   8,700      484,416      -      -      8,700    484,416      
Senior Housing Properties Trust   3,500      85,015      -      -      3,500    85,015      
Simon Property Group, Inc.   4,100      681,748      -      -      4,100    681,748      
Spirit Realty Capital, Inc.   36,300      412,368      19,500      221,520      55,800    633,888      
Starwood Property Trust, Inc.   -      -      33,800      803,426      33,800    803,426      
Tanger Factory Outlet Centers   6,800      237,796      -      -      6,800    237,796      
Taubman Centers, Inc.   6,000      454,860      200      15,162      6,200    470,022      
Two Harbors Investment Corp.   -      -      51,000      534,480      51,000    534,480      
UDR, Inc.   -      -      100      2,863      100    2,863      
Ventas, Inc.   5,700      365,370      -      -      5,700    365,370      
Vornado Realty Trust   5,700      608,361      1,400      149,422      7,100    757,783      
Washington Prime Group, Inc.*   850      15,929      1,111      20,820      1,961    36,749      
                                            
Real Estate Management & Development                                         0.5%
CBRE Group, Inc. - Class A*   28,400      909,936      -      -      28,400    909,936      
Howard Hughes Corp.*   -      -      4,700      741,801      4,700    741,801      
Jones Lang LaSalle, Inc.   -      -      6,200      783,618      6,200    783,618      
                                            
Road & Rail                                         1.4%
Avis Budget Group, Inc.*   8,100      483,489      -      -      8,100    483,489      
CSX Corp.   13,600      419,016      21,000      647,010      34,600    1,066,026      
Hertz Global Holdings, Inc.*   13,200      369,996      -      -      13,200    369,996      
JB Hunt Transport Services, Inc.   2,500      184,450      -      -      2,500    184,450      
Landstar System, Inc.   6,100      390,400      -      -      6,100    390,400      
Norfolk Southern Corp.   6,200      638,786      600      61,818      6,800    700,604      
Old Dominion Freight Line, Inc.*   14,800      942,464      -      -      14,800    942,464      
Ryder System, Inc.   -      -      7,300      643,057      7,300    643,057      
Union Pacific Corp.   17,400      1,735,650      -      -      17,400    1,735,650      

 

16
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
        INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
        Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares       Value       Shares       Value       Shares     Value      
Semiconductor & Semiconductor Equipment                                   2.6%
Advanced Micro Devices, Inc.*,#   85,700      359,083      -      -      85,700    359,083      
Analog Devices, Inc.   1,400      75,698      1,200      64,884      2,600    140,582      
Applied Materials, Inc.   9,100      205,205      6,900      155,595      16,000    360,800      
Avago Technologies, Ltd.   20,500      1,477,435      600      43,242      21,100    1,520,677      
Broadcom Corp. - Class A   23,400      868,608      5,000      185,600      28,400    1,054,208      
Intel Corp.   45,600      1,409,040      -      -      45,600    1,409,040      
KLA-Tencor Corp.   -      -      200      14,528      200    14,528      
Linear Technology Corp.   14,100      663,687      -      -      14,100    663,687      
Marvell Technology Group, Ltd.   -      -      17,900      256,507      17,900    256,507      
Maxim Integrated Products, Inc.   15,200      513,912      -      -      15,200    513,912      
Microchip Technology, Inc.#   11,500      561,315      -      -      11,500    561,315      
Micron Technology, Inc.*   -      -      26,700      879,765      26,700    879,765      
ON Semiconductor Corp.*   52,900      483,506      6,300      57,582      59,200    541,088      
Silicon Laboratories, Inc.*   8,900      438,325      -      -      8,900    438,325      
Skyworks Solutions, Inc.   27,700      1,300,792      3,400      159,664      31,100    1,460,456      
Texas Instruments, Inc.   17,600      841,104      -      -      17,600    841,104      
Xilinx, Inc.   11,100      525,141      -      -      11,100    525,141      
                                            
Software                                         1.9%
Autodesk, Inc.*   7,400      417,212      -      -      7,400    417,212      
Cadence Design Systems, Inc.*   29,800      521,202      -      -      29,800    521,202      
Electronic Arts, Inc.*   7,000      251,090      -      -      7,000    251,090      
Fortinet, Inc.*   37,300      937,349      -      -      37,300    937,349      
Intuit, Inc.   23,200      1,868,296      -      -      23,200    1,868,296      
MICROS Systems, Inc.*   -      -      100      6,790      100    6,790      
Microsoft Corp.   43,800      1,826,460      -      -      43,800    1,826,460      
Oracle Corp.   19,100      774,123      -      -      19,100    774,123      
Red Hat, Inc.*   4,300      237,661      -      -      4,300    237,661      
Rovi Corp.*   5,200      124,592      1,800      43,128      7,000    167,720      
Salesforce.com, Inc.*   6,500      377,520      -      -      6,500    377,520      
SolarWinds, Inc.*   12,000      463,920      -      -      12,000    463,920      
Solera Holdings, Inc.   4,000      268,600      -      -      4,000    268,600      
VMware, Inc. - Class A*   4,200      406,602      -      -      4,200    406,602      
Workday, Inc. - Class A*   2,600      233,636      -      -      2,600    233,636      
                                            
Specialty Retail                                         2.1%
Aaron's, Inc.   2,400      85,536      400      14,256      2,800    99,792      
Advance Auto Parts, Inc.   3,500      472,220      -      -      3,500    472,220      
AutoZone, Inc.*   2,600      1,394,224      -      -      2,600    1,394,224      
Cabela's, Inc.*   1,500      93,600      -      -      1,500    93,600      
Chico's FAS, Inc.   12,400      210,304      -      -      12,400    210,304      
Dick's Sporting Goods, Inc.   7,300      339,888      -      -      7,300    339,888      
DSW, Inc. - Class A   7,900      220,726      -      -      7,900    220,726      
Foot Locker, Inc.   8,500      431,120      7,400      375,328      15,900    806,448      
Gap, Inc.   2,700      112,239      -      -      2,700    112,239      
GNC Holdings, Inc. - Class A   13,200      450,120      -      -      13,200    450,120      
Home Depot, Inc.   23,200      1,878,272      -      -      23,200    1,878,272      
Lowe's Cos., Inc.   2,100      100,779      -      -      2,100    100,779      
O'Reilly Automotive, Inc.*   8,500      1,280,100      -      -      8,500    1,280,100      
Ross Stores, Inc.   4,600      304,198      -      -      4,600    304,198      
Signet Jewelers, Ltd.   1,500      165,885      -      -      1,500    165,885      
Tiffany & Co.   4,500      451,125      -      -      4,500    451,125      
TJX Cos., Inc.   19,200      1,020,480      -      -      19,200    1,020,480      
Williams-Sonoma, Inc.   2,100      150,738      -      -      2,100    150,738      
                                            
Technology Hardware, Storage & Peripherals                                         1.8%
3D Systems Corp.*   900      53,820      -      -      900    53,820      
Apple, Inc.   57,400      5,334,182      -      -      57,400    5,334,182      
Diebold, Inc.   -      -      11,900      478,023      11,900    478,023      
EMC Corp.   18,600      489,924      -      -      18,600    489,924      
Hewlett-Packard Co.   -      -      10,800      363,744      10,800    363,744      
Lexmark International, Inc. - Class A   -      -      9,500      457,520      9,500    457,520      
SanDisk Corp.   2,100      219,303      -      -      2,100    219,303      
Western Digital Corp.   -      -      8,800      812,240      8,800    812,240      

 

17
 

 

Combined Fund

Pro Forma Schedules of Investments (unaudited)

As of June 30, 2014

 

    INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
      INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
 effective 12/17/2014)
      Pro Forma
Combined Fund
      Pro Forma
Combined Fund
% of Net Assets
    Shares Value       Shares Value       Shares Value        
Textiles, Apparel & Luxury Goods                                              1.0%
Carter's, Inc.    5,400   372,222         -   -         5,400   372,222           
Deckers Outdoor Corp.*    4,900   423,017         1,500   129,495         6,400   552,512           
Hanesbrands, Inc.    1,900   187,036         -   -         1,900   187,036           
Michael Kors Holdings, Ltd.*    9,000   797,850         -   -         9,000   797,850           
NIKE, Inc. - Class B    3,600   279,180         -   -         3,600   279,180           
Under Armour, Inc. - Class A*    17,200   1,023,228         -   -         17,200   1,023,228           
VF Corp.    21,600   1,360,800         -   -         21,600   1,360,800           
                                                 
Thrifts & Mortgage Finance                                              0.0%
Hudson City Bancorp, Inc.    -   -         14,700   144,501         14,700   144,501           
New York Community Bancorp, Inc.#    -   -         3,700   59,126         3,700   59,126           
                                                 
Tobacco                                              1.5%
Altria Group, Inc.    58,200   2,440,908         -   -         58,200   2,440,908           
Lorillard, Inc.    41,900   2,554,643         -   -         41,900   2,554,643           
Philip Morris International, Inc.    1,400   118,034         -   -         1,400   118,034           
Reynolds American, Inc.    24,400   1,472,540         3,100   187,085         27,500   1,659,625           
                                                 
Trading Companies & Distributors                                              0.7%
Air Lease Corp.    -   -         4,500   173,610         4,500   173,610           
Fastenal Co.    6,500   321,685         -   -         6,500   321,685           
GATX Corp.    -   -         3,600   240,984         3,600   240,984           
MRC Global, Inc.*    8,000   226,320         4,800   135,792         12,800   362,112           
MSC Industrial Direct Co., Inc. - Class A    2,700   258,228         -   -         2,700   258,228           
United Rentals, Inc.*    18,800   1,968,924         -   -         18,800   1,968,924           
                                                 
Water Utilities                                              0.1%
American Water Works Co., Inc.    -   -         3,700   182,965         3,700   182,965           
Aqua America, Inc.    4,500   117,990         -   -         4,500   117,990           
                                                 
Wireless Telecommunication Services                                              0.6%
SBA Communications Corp. - Class A*    22,700   2,322,210         -   -         22,700   2,322,210           
T-Mobile U.S., Inc.    -   -         8,600   289,132         8,600   289,132           
                                                 
Total Common Stock (cost $257,734,747,
cost $110,465,361, combined cost $368,200,108)
       326,415,538             124,313,418             450,728,956         99.5%
Money Market                                                
Janus Cash Liquidity Fund LLC, 0.0737%∞,£
(cost $1,608,052, cost $679,570, combined cost $2,287,622)
   1,608,052   1,608,052         679,570   679,570         2,287,622   2,287,622         0.5%
                                                 
Investment Purchased with Cash Collateral From Securities Lending                                                
Janus Cash Collateral Fund LLC, 0.0689%∞,£
(cost $13,402,841, cost $852,019, combined cost $14,254,860)
   13,402,841   13,402,841         852,019   852,019         14,254,860   14,254,860         3.1%
Total Investments (total cost $272,745,640, total cost $111,996,950, combined cost $384,742,590)        341,426,431             125,845,007             467,271,438         103.1%
                                                 
Liabilities, net of Cash, Receivables and Other Assets        (13,344,030)            (797,932)            (14,141,962)        (3.1)%
                                                 
Net Assets       $328,082,401            $125,047,075            $453,129,476         100.0%

 

18
 

 

Pro Forma Combined Fund

Summary of Investments by Country - (Long Positions) (unaudited)

 

   INTECH U.S. Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II
effective 12/17/2014)
    INTECH U.S. Value Fund
(renamed INTECH U.S. Managed Volatility Fund
effective 12/17/2014)
    Pro Forma
Combined Fund
Country  Value   % of Investment
Securities
   Value   % of Investment
Securities
   Value   % of Investment
Securities
 
United States††  $340,430,672    99.7%  $125,845,007    100.0%  $466,275,679    99.8%
Peru   443,402    0.1%   -    0.0%   443,402    0.1%
India   415,461    0.1%   -    0.0%   415,461    0.1%
Canada   136,896    0.1%   -    0.0%   136,896    0.0%
Total  $341,426,431    100.0%  $125,845,007    100.0%  $467,271,438    100.0%

†† Includes Cash Equivalents of 4.4% for INTECH U.S. Growth Fund, 1.2% for INTECH U.S. Value Fund, and 3.6% for Pro Forma Combined Fund.

 

19
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

Notes to Pro Forma Schedules of Investments (unaudited)

 

LLC Limited Liability Company
   
PLC Public Limited Company
   
U.S. Shares Securities of foreign companies trading on an American stock exchange.
   
* Non-income producing security.
   
Rate shown is the 7-day yield as of June 30, 2014.
   
# Loaned security; a portion of the security is on loan at June 30, 2014.
   
£ The Funds may invest in certain securities that are considered affiliated companies. As defined by the Investment Company Act of 1940, as amended, an affiliated company is one in which the Fund owns 5% or more of the outstanding voting securities, or a company which is under common ownership or control. Based on the Fund’s relative ownership, the following securities were considered affiliated companies for all or some portion of the year ended June 30, 2014. Unless otherwise indicated, all information in the table is for the year ended June 30, 2014.

 

   Share Balance
at 6/30/13
   Purchases   Sales   Share Balance
at 6/30/14
   Realized
Gain/(Loss)
   Dividend Income   Value
at 6/30/14
 
INTECH U.S. Growth Fund                                   
Janus Cash Collateral Fund LLC   -    44,602,657    (31,199,816)   13,402,841   $-   $26,832(1)  $13,402,841 
Janus Cash Liquidity Fund LLC   1,107,000    51,429,071    (50,928,019)   1,608,052    -    1,272    1,608,052 
Total                      $-   $28,104   $15,010,893 
INTECH U.S. Value Fund                                   
Janus Cash Collateral Fund LLC   -    8,314,998    (7,462,979)   852,019   $-   $6,072(1)  $852,019 
Janus Cash Liquidity Fund LLC   289,000    19,815,570    (19,425,000)   679,570    -    610    679,570 
Total                      $-   $6,682   $1,531,589 
Pro Forma Combined Fund                                   
Janus Cash Collateral Fund LLC   -    52,917,655    (38,662,795)   14,254,860   $-   $32,904(1)  $14,254,860 
Janus Cash Liquidity Fund LLC   1,396,000    71,244,641    (70,353,019)   2,287,622    -    1,882    2,287,622 
Total                      $-   $34,786   $16,542,482 

(1) Net of income paid to the securities lending agent and rebates paid to the borrowing counterparties.

 

20
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

The following is a summary of the inputs that were used to value the Funds’ investments in securities and other financial instruments as of June 30, 2014. See Notes to Pro Forma Financial Statements for more information.

 

Valuation Inputs Summary (as of June 30, 2014)

 

   Level 1 – Quoted Prices   Level 2 – Other Significant Observable Inputs   Level 3 – Significant Unobservable Inputs 
INTECH U.S. Growth Fund               
Assets               
Investments in Securities:               
Common Stock  $326,415,538   $                 -   $- 
Money Market   -    1,608,052    - 
Investment Purchased with Cash Collateral From Securities Lending   -    13,402,841    - 
Total Assets  $326,415,538   $15,010,893   $- 
INTECH U.S. Value Fund               
Assets               
Investments in Securities:               
Common Stock  $124,313,418   $                 -   $- 
Money Market   -    679,570    - 
Investment Purchased with Cash Collateral From Securities Lending   -    852,019                - 
Total Assets  $124,313,418   $  1,531,589   $- 
Pro Forma Combined Fund               
Assets               
Investments in Securities:               
Common Stock  $450,728,956   $                 -   $- 
Money Market   -    2,287,622    - 
Investment Purchased with Cash Collateral From Securities Lending   -    14,254,860    - 
Total Assets  $450,728,956   $16,542,482   $- 

 

21
 

 

Pro Forma Statements of Assets and Liabilities              
               
As of June 30, 2014 (unaudited)  INTECH U.S.
Growth Fund
(renamed INTECH U.S. Managed Volatility Fund II effective 12/17/2014)
  INTECH U.S.
Value Fund
(renamed INTECH U.S. Managed Volatility Fund effective 12/17/2014)
  Pro Forma
Adjustments
  Pro Forma
Combined Fund
 
Assets:              
Investments at cost  $272,745,640  $111,996,950  -  $384,742,590  
Unaffiliated investments at value(1)  $326,415,538  $124,313,418  -  $450,728,956  
Affiliated investments at value  15,010,893  1,531,589  -  16,542,482  
Cash  5,791  -  -  5,791  
Non-interested Trustees’ deferred compensation  6,646  2,534  -  9,180  
Receivables:        -     
Investments sold  -  63,782  -  63,782  
Fund shares sold  135,482  57,497  -  192,979  
Dividends  278,874  189,390     468,264  
Other assets  446  158  -  604  
Total Assets  341,853,670  126,158,368     468,012,038  
Liabilities:        -     
Due to custodian  -  56,404  -  56,404  
Collateral for securities loaned (Note 2)  13,402,841  852,019  -  14,254,860  
Payables:        -     
Fund shares repurchased  117,874  107,333  -  225,207  
Advisory fees  133,058  50,806  -  183,864  
Fund administration fees  2,661  1,016  -  3,677  
Internal servicing cost  1,097  509  -  1,606  
Administrative services fees  14,362  3,745  -  18,107  
Distribution fees and shareholder servicing fees  7,085  2,095  -  9,180  
Administrative, networking and omnibus fees  19,549  957  -  20,506  
Non-interested Trustees’ fees and expenses  2,728  1,005  -  3,733  
Non-interested Trustees’ deferred compensation fees  6,646  2,534  -  9,180  
Accrued expenses and other payables  63,368  32,870  -  96,238  
Total Liabilities  13,771,269  1,111,293     14,882,562  
Net Assets  $328,082,401  $125,047,075     $453,129,476  
Net Assets Consist of:              
Capital (par value and paid-in surplus)  $392,418,803  $93,290,438  -  $485,709,241  
Undistributed net investment income/(loss)  902,976  997,203  -  1,900,179  
Undistributed net realized gain/(loss) from investment and foreign currency transactions  (133,921,411) 16,910,903  -  (117,010,508 )
Unrealized net appreciation/(depreciation) of investments, foreign currency translations and non-interested Trustees’ deferred compensation  68,682,033  13,848,531  -  82,530,564  
Total Net Assets  $328,082,401  $125,047,075  -  $453,129,476  
Net Assets - Class A Shares  $7,812,177  $1,424,118  -  $9,236,295  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)  369,085  108,190  224,545  701,820  
Net Asset Value Per Share(2)(3)  $21.17  $13.16  -  $13.16  
Maximum Offering Price Per Share(4)  $22.46  $13.96  -  $13.96  
Net Assets - Class C Shares  $3,760,540  $860,931  -  $4,621,471  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)  184,760  65,778  102,523  353,061  
Net Asset Value Per Share(2)(3)  $20.35  $13.09  -  $13.09  
Net Assets - Class I Shares  $244,746,641  $104,039,006  -  $348,785,647  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)  11,639,450  7,849,202  6,831,995  26,320,647  
Net Asset Value Per Share(2)  $21.03  $13.25  -  $13.25  
Net Assets - Class S Shares  $12,211,690  $64,400  -  $12,276,090  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)  579,299  4,853  340,949  925,101  
Net Asset Value Per Share(2)  $21.08  $13.27  -  $13.27  
Net Assets - Class T Shares  $59,551,353  $18,658,620  -  $78,209,973  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)  2,845,117  1,414,790  1,669,770  5,929,677  
Net Asset Value Per Share(2)  $20.93  $13.19  -  $13.19  

 

(1)Unaffiliated investments at value includes $13,109,246, $830,491, and $13,939,737 of securities loaned for INTECH U.S. Growth Fund, INTECH U.S. Value Fund, and Pro Forma Combined Fund, respectively. See Note 2 in Notes to Pro Forma Financial Statements.
(2)INTECH U.S. Growth Fund - Class A Shares will be exchanged for INTECH U.S. Value Fund - Class A Shares.

INTECH U.S. Growth Fund - Class C Shares will be exchanged for INTECH U.S. Value Fund - Class C Shares.

INTECH U.S. Growth Fund - Class I Shares will be exchanged for INTECH U.S. Value Fund - Class I Shares.

INTECH U.S. Growth Fund - Class S Shares will be exchanged for INTECH U.S. Value Fund - Class S Shares.

INTECH U.S. Growth Fund - Class T Shares will be exchanged for INTECH U.S. Value Fund - Class T Shares.

(3)Redemption price per share may be reduced for any applicable contingent deferred sales charge.
(4)Maximum offering price is computed at 100/94.25 of net asset value.

 

See Notes to Pro Forma Financial Statements. 

22
 

 

Pro Forma Statements of Operations

 

For the year ended June 30, 2014 (unaudited)  INTECH U.S.
Growth Fund
(renamed INTECH
U.S. Managed
Volatility Fund II
effective 12/17/2014)
  INTECH U.S.
Value Fund
(renamed INTECH U.S. Managed Volatility Fund effective 12/17/2014)
  Pro Forma
Adjustments
  Pro Forma
Combined Fund
 
Investment Income:              
Affiliated securities lending income, net $       26,832  $ 6,072  -  $       32,904  
Dividends  4,228,097  2,078,316  -  6,306,413  
Dividends from affiliates  1,272  610  -  1,882  
Other income  212  228  -  440  
Foreign tax withheld  (2,492) (2,160) -  (4,652 )
Total Investment Income  4,253,921  2,083,066     6,336,987  
Expenses:              
Advisory fees  1,484,071  529,291  -  2,013,362  
Internal servicing expense - Class A Shares  683  884  -  1,567  
Internal servicing expense - Class C Shares  684  99  -  783  
Internal servicing expense - Class I Shares  11,793  4,326  -  16,119  
Shareholder reports expense  12,494  10,583  -  23,077  
Transfer agent fees and expenses  1,498  1,718  -  3,216  
Registration fees  78,785  75,996  $ (75,000 ) 79,781  
Custodian fees  3,073  8,014  -  11,087  
Professional fees  34,004  37,272  (30,276 ) 41,000  
Non-interested Trustees’ fees and expenses  6,873  3,030  -  9,903  
Fund administration fees  26,988  9,623  -  36,611  
Administrative services fees - Class S Shares  45,077  156  -  45,233  
Administrative services fees - Class T Shares  89,576  24,395  -  113,971  
Distribution fees and shareholder servicing fees - Class A Shares  16,654  21,326  -  37,980  
Distribution fees and shareholder servicing fees - Class C Shares  35,207  6,002  -  41,209  
Distribution fees and shareholder servicing fees - Class S Shares  45,077  156  -  45,233  
Administrative, networking and omnibus fees - Class A Shares  8,349  9,515  -  17,864  
Administrative, networking and omnibus fees - Class C Shares  109  411  -  520  
Administrative, networking and omnibus fees - Class I Shares  92,681  1,330  -  94,011  
Other expenses  20,865  11,789  -  32,654  
Total Expenses  2,014,541  755,916  (105,276 ) 2,665,181  
Less: Expense and Fee Offset  (40) (20) -  (60 )
Less: Excess Expense Reimbursement  (822) (1,812) -  (2,634 )
Net Expenses  2,013,679  754,084  (105,276 ) 2,662,487  
Net Investment Income/(Loss)  2,240,242  1,328,982  105,276   3,674,500  
Net Realized Gain/(Loss) on Investments:              
Investments and foreign currency transactions  55,502,434  23,712,016  -  79,214,450  
Total Net Realized Gain/(Loss) on Investments  55,502,434  23,712,016     79,214,450  
Change in Unrealized Net Appreciation/Depreciation:              
Investments, foreign currency translations and non-interested Trustees’ deferred compensation  11,394,612  (1,423,119) -  9,971,493  
Total Change in Unrealized Net Appreciation/Depreciation  11,394,612  (1,423,119)    9,971,493  
Net Increase/(Decrease) in Net Assets Resulting from Operations $69,137,288  $ 23,617,879  $105,276   $92, 860,443  

 

See Notes to Pro Forma Financial Statements.

 

23
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

Notes to Pro Forma Financial Statements (unaudited)

 

The following section describes the organization and significant accounting policies and provides more detailed information about the schedules and tables that appear throughout this report. In addition, the Notes to Pro Forma Financial Statements explain the methods used in preparing and presenting this report.

 

1. Organization and Significant Accounting Policies

 

INTECH U.S. Growth Fund and INTECH U.S. Value Fund (each individually a “Fund” and collectively, the “Funds”) are series funds. The Funds are part of Janus Investment Fund (the “Trust”), which is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers forty-six funds which include multiple series of shares, with differing investment objectives and policies. The Funds invest primarily in common stocks and are each classified as diversified, as defined in the 1940 Act.

 

The accompanying unaudited pro forma financial statements are presented to show the effect of the proposed merger of INTECH U.S. Growth Fund into INTECH U.S. Value Fund. INTECH U.S. Growth Fund investors will receive a number of full and fractional shares of INTECH U.S. Value Fund approximately equivalent in dollar value to their shares held in INTECH U.S. Growth Fund. Specifically, all or substantially all of the assets of INTECH U.S. Growth Fund will be transferred to INTECH U.S. Value Fund solely in exchange for shares of INTECH U.S. Growth Fund with a value approximately equal to the value of INTECH U.S. Growth Fund’s assets net of liabilities, and the assumption by INTECH U.S. Value Fund of all liabilities of INTECH U.S. Growth Fund. Immediately following the transfer, the shares of INTECH U.S. Growth Fund received by INTECH U.S. Value Fund will be distributed pro rata to INTECH U.S. Value Fund shareholders and INTECH U.S. Growth Fund will subsequently be liquidated. The purpose of the merger is based on similarities of the Funds’ investment objectives, strategies and policies, as well as the anticipated expense efficiencies due to the larger asset base of the combined fund after the merger. INTECH U.S. Value Fund will be deemed the performance, legal, and accounting survivor for the merger.

 

The reorganization is intended to qualify as a tax-free reorganization for U.S. federal income tax purposes. The unaudited pro forma combined financial statements are presented for informational purposes and may not be representative of what the actual combined financial statements would have been had the reorganization occurred at July 1, 2013.The unaudited pro forma schedules of investments and statements of assets and liabilities reflect the financial position of the Funds at June 30, 2014 as if the reorganization had occurred on that date. The unaudited pro forma statements of operations reflect the results of operations of the Funds for the twelve month period ended June 30, 2014 as if the reorganization had occurred on July 1, 2013. In accordance with accounting principles generally accepted in the United States of America, the historical cost of investment securities will be carried forward to the surviving fund and the results of operations for pre-combination periods of the surviving fund will not be restated. The accompanying pro forma financial statements should be read in conjunction

 

24
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

with the financial statements of the Funds included in their annual reports dated June 30, 2014.

 

The following accounting policies have been consistently followed by the Funds and are in conformity with accounting principles generally accepted in the United States of America.

 

Investment Valuation

Securities held by the Funds are valued in accordance with policies and procedures established by and under the supervision of the Trustees (the “Valuation Procedures”). Equity securities traded on a domestic securities exchange are generally valued at the closing prices on the primary market or exchange on which they trade. If such price is lacking for the trading period immediately preceding the time of determination, such securities are valued at their current bid price. Equity securities that are traded on a foreign exchange are generally valued at the closing prices on such markets. In the event that there is no current trading volume on a particular security in such foreign exchange, the bid price from the primary exchange is generally used to value the security. Securities that are traded on the over-the-counter (“OTC”) markets are generally valued at their closing or latest bid prices as available. Foreign securities and currencies are converted to U.S. dollars using the applicable exchange rate in effect at the close of the New York Stock Exchange (“NYSE”). Each Fund will determine the market value of individual securities held by it by using prices provided by one or more professional pricing services or, as needed, by obtaining market quotations from independent broker-dealers. Certain short-term securities maturing within 60 days or less are valued on an amortized cost basis. Debt securities with a remaining maturity of greater than 60 days are valued in accordance with the evaluated bid price supplied by the pricing service that is intended to reflect market value. The evaluated bid price supplied by the pricing service is an evaluation that may consider factors such as security prices, yields, maturities and ratings. Securities for which market quotations or evaluated prices are not readily available or deemed unreliable are valued at fair value determined in good faith under the Valuation Procedures. Circumstances in which fair value pricing may be utilized include, but are not limited to: (i) a significant event that may affect the securities of a single issuer, such as a merger, bankruptcy, or significant issuer-specific development; (ii) an event that may affect an entire market, such as a natural disaster or significant governmental action; (iii) a nonsignificant event such as a market closing early or not opening, or a security trading halt; and (iv) pricing of a nonvalued security and a restricted or nonpublic security. The Funds use systematic fair valuation models provided by independent third parties to value international equity securities in order to adjust for stale pricing, which may occur between the close of certain foreign exchanges and the close of the NYSE.

 

Investment Transactions and Investment Income

Investment transactions are accounted for as of the date purchased or sold (trade date). Dividend income is recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded as soon as the Trust is informed of the dividend, if such information is obtained subsequent to the ex-dividend date. Dividends from foreign

 

25
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

securities may be subject to withholding taxes in foreign jurisdictions. Interest income is recorded on the accrual basis and includes amortization of premiums and accretion of discounts. Gains and losses are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Income, as well as gains and losses, both realized and unrealized, are allocated daily to each class of shares based upon the ratio of net assets represented by each class as a percentage of total net assets.

 

Expenses

Each Fund bears expenses incurred specifically on its behalf, as well as a portion of general expenses, which may be allocated pro rata to each Fund. Each class of shares bears a portion of general expenses, which are allocated daily to each class of shares based upon the ratio of net assets represented by each class as a percentage of total net assets. Expenses directly attributable to a specific class of shares are charged against the operations of such class.

 

The Funds will not pay any fees associated with the Merger. Janus Capital will bear those fees.

 

Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

 

Indemnifications

In the normal course of business, the Funds may enter into contracts that contain provisions for indemnification of other parties against certain potential liabilities. A Fund’s maximum exposure under these arrangements is unknown, and would involve future claims that may be made against a Fund that have not yet occurred. Currently, the risk of material loss from such claims is considered remote.

 

Foreign Currency Translations

The Funds do not isolate that portion of the results of operations resulting from the effect of changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held at the date of the financial statements. Net unrealized appreciation or depreciation of investments and foreign currency translations arise from changes in the value of assets and liabilities, including investments in securities held at the date of the financial statements, resulting from changes in the exchange rates and changes in market prices of securities held.

 

Currency gains and losses are also calculated on payables and receivables that are denominated in foreign currencies. The payables and receivables are generally related to foreign security transactions and income translations.

 

26
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

Foreign currency-denominated assets and forward currency contracts may involve more risks than domestic transactions, including currency risk, political and economic risk, regulatory risk and equity risk. Risks may arise from the potential inability of a counterparty to meet the terms of a contract and from unanticipated movements in the value of foreign currencies relative to the U.S. dollar.

 

Dividend Distributions

The Funds generally declare and distribute dividends of net investment income and realized capital gains (if any) annually.

 

The Funds may make certain investments in real estate investment trusts (“REITs”) which pay dividends to their shareholders based upon funds available from operations. It is quite common for these dividends to exceed the REITs’ taxable earnings and profits, resulting in the excess portion of such dividends being designated as a return of capital. If the Funds distribute such amounts, such distributions could constitute a return of capital to shareholders for federal income tax purposes.

 

Federal Income Taxes

The Funds intend to continue to qualify as a regulated investment company and distribute all of their taxable income in accordance with the requirements of Subchapter M of the Internal Revenue Code. Management has analyzed each Fund’s tax positions taken for all open federal income tax years, generally a three-year period, and has concluded that no provision for federal income tax is required in the Funds’ pro forma financial statements. The Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The tax cost of investments will remain unchanged for the combined fund.

 

Valuation Inputs Summary

In accordance with Financial Accounting Standards Board (“FASB”) standard guidance, the Funds utilize the “Fair Value Measurements” to define fair value, establish a framework for measuring fair value, and expand disclosure requirements regarding fair value measurements. The Fair Value Measurement Standard does not require new fair value measurements, but is applied to the extent that other accounting pronouncements require or permit fair value measurements. This standard emphasizes that fair value is a market-based measurement that should be determined based on the assumptions that market participants would use in pricing an asset or liability. Various inputs are used in determining the value of the Funds’ investments defined pursuant to this standard. These inputs are summarized into three broad levels:

 

Level 1 – Quoted prices in active markets for identical securities.

 

Level 2 – Prices determined using other significant observable inputs. Observable inputs are inputs that reflect the assumptions market participants would use in pricing a security and are developed based on market data obtained from sources independent of the reporting entity. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others.

 

27
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

Debt securities may be valued in accordance with the evaluated bid price supplied by the pricing service and generally categorized as Level 2 in the hierarchy. Securities traded on OTC markets and listed securities for which no sales are reported are valued at the latest bid price (or yield equivalent thereof) obtained from one or more dealers transacting in a market for such securities or by a pricing service approved by the Funds’ Trustees and are categorized as Level 2 in the hierarchy. Short-term securities with maturities of 60 days or less are valued at amortized cost, which approximates market value and are categorized as Level 2 in the hierarchy. Other securities that may be categorized as Level 2 in the hierarchy include, but are not limited to, preferred stocks, bank loans, swaps, investments in unregistered investment companies, options, and forward contracts. The Funds use systematic fair valuation models provided by independent third parties to value international equity securities in order to adjust for stale pricing, which may occur between the close of certain foreign exchanges and the close of the NYSE. These are generally categorized as Level 2 in the hierarchy.

 

Level 3 – Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the factors market participants would use in pricing the security and would be based on the best information available under the circumstances.

 

There have been no significant changes in valuation techniques used in valuing any such positions held by the Funds since the beginning of the fiscal year.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of inputs used as of June 30, 2014 to value each Funds’ investments in securities and other financial instruments is included in the “Valuation Inputs Summary” on the Notes to Pro Forma Schedules of Investments.

 

The Funds did not hold a significant amount of Level 3 securities as of June 30, 2014.

 

There were no transfers between Level 1, Level 2 and Level 3 of the fair value hierarchy during the year. The Funds recognize transfers between the levels as of the beginning of the fiscal year.

 

2. Other Investments and Strategies

 

Additional Investment Risk

The financial crisis that began in 2008 caused a significant decline in the value and liquidity of many securities of issuers worldwide in the equity and fixed-income/credit markets. In response to the crisis, the United States and certain foreign governments,

 

28
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

along with the U.S. Federal Reserve and certain foreign central banks took steps to support the financial markets. The withdrawal of this support, a failure of measures put in place to respond to the crisis, or investor perception that such efforts were not sufficient each could negatively affect financial markets generally, and the value and liquidity of specific securities. In addition, policy and legislative changes in the United States and in other countries continue to impact many aspects of financial regulation. The effect of these changes on the markets, and the practical implications for market participants, including a Fund, may not be fully known for some time. As a result, it may also be unusually difficult to identify both investment risks and opportunities, which could limit or preclude a Fund’s ability to achieve its investment objective. Therefore, it is important to understand that the value of your investment may fall, sometimes sharply, and you could lose money.

 

The enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) in July 2010 provided for widespread regulation of financial institutions, consumer financial products and services, broker-dealers, OTC derivatives, investment advisers, credit rating agencies, and mortgage lending, which expands federal oversight in the financial sector, including the investment management industry. Many provisions of the Dodd-Frank Act remain pending and will be implemented through future rulemaking. Therefore, the ultimate impact of the Dodd-Frank Act and the regulations under the Dodd-Frank Act on the Funds and the investment management industry as a whole, is not yet certain.

 

A number of countries in the European Union (“EU”) have experienced severe economic and financial difficulties. As a result, financial markets in the EU have been subject to increased volatility and declines in asset values and liquidity. Responses to these financial problems by European governments, central banks, and others, including austerity measures and reforms, may not work, may result in social unrest, and may limit future growth and economic recovery or have other unintended consequences. Further defaults or restructurings by governments and others of their debt could have additional adverse effects on economies, financial markets, and asset valuations around the world.

 

Certain areas of the world have historically been prone to and economically sensitive to environmental events such as, but not limited to, hurricanes, earthquakes, typhoons, flooding, tidal waves, tsunamis, erupting volcanoes, wildfires or droughts, tornadoes, mudslides, or other weather-related phenomena. Such disasters, and the resulting physical or economic damage, could have a severe and negative impact on a Fund’s investment portfolio and, in the longer term, could impair the ability of issuers in which the Fund invests to conduct their businesses as they would under normal conditions. Adverse weather conditions may also have a particularly significant negative effect on issuers in the agricultural sector and on insurance companies that insure against the impact of natural disasters.

 

Counterparties

Fund transactions involving a counterparty are subject to the risk that the counterparty or a third party will not fulfill its obligation to a Fund (“counterparty risk”). Counterparty

 

29
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy, or insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s inability to fulfill its obligation may result in significant financial loss to a Fund. A Fund may be unable to recover its investment from the counterparty or may obtain a limited recovery, and/or recovery may be delayed. The extent of a Fund’s exposure to counterparty risk with respect to financial assets and liabilities approximates its carrying value. See the “Offsetting Assets and Liabilities” section of this Note for further details.

 

A Fund may be exposed to counterparty risk through participation in various programs including, but not limited to, lending its securities to third parties, cash sweep arrangements whereby a Fund’s cash balance is invested in one or more types of cash management vehicles, as well as investments in, but not limited to, repurchase agreements, debt securities, and derivatives, including various types of swaps, futures and options. A Fund intends to enter into financial transactions with counterparties that Janus Capital believes to be creditworthy at the time of the transaction. There is always the risk that Janus Capital’s analysis of a counterparty’s creditworthiness is incorrect or may change due to market conditions. To the extent that a Fund focuses its transactions with a limited number of counterparties, it will have greater exposure to the risks associated with one or more counterparties.

 

Offsetting Assets and Liabilities

The Funds present gross and net information about transactions that are either offset in the financial statements or subject to an enforceable master netting arrangement or similar agreement with a designated counterparty, regardless of whether the transactions are actually offset in the Pro Forma Statements of Assets and Liabilities.

 

In order to better define its contractual rights and to secure rights that will help a Fund mitigate its counterparty risk, a Fund may enter into an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar agreement with its derivative contract counterparties. An ISDA Master Agreement is a bilateral agreement between a Fund and a counterparty that governs OTC derivatives and forward foreign currency exchange contracts and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. Under an ISDA Master Agreement, in the event of a default and/or termination event, a Fund may offset with each counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment. Note that for financial reporting purposes, a Fund does not offset certain derivative financial instruments’ payables and receivables and related collateral on the Pro Forma Statements of Assets and Liabilities.

 

The following tables present gross amounts of recognized assets and liabilities and the net amounts after deducting collateral that has been pledged by counterparties or has been pledged to counterparties (if applicable). For corresponding information grouped by type of instrument, see the Pro Forma Schedules of Investments.

 

30
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

Offsetting of Financial Assets and Derivative Assets

INTECH U.S. Growth Fund

 

Counterparty  Gross
Amounts of
Recognized
Assets
   Offsetting
Asset or
Liability(a)
   Collateral
Pledged(b)
   Net Amount 
Deutsche Bank AG  $13,109,246   $-   $(13,109,246)  $- 

 

INTECH U.S. Value Fund

 

Counterparty  Gross
Amounts of
Recognized
Assets
   Offsetting
Asset or
Liability(a)
   Collateral
Pledged(b)
   Net Amount 
Deutsche Bank AG  $830,491   $-   $(830,491)  $- 

 

Pro Forma Combined Fund

 

Counterparty  Gross
Amounts of
Recognized
Assets
   Offsetting
Asset or
Liability(a)
   Collateral
Pledged(b)
   Net Amount 
Deutsche Bank AG  $13,939,737   $-   $(13,939,737)  $- 

(a) Represents the amount of assets or liabilities that could be offset with the same counterparty under master netting or similar agreements that management elects not to offset on the Pro Forma Statements of Assets and Liabilities.

(b) Collateral pledged is limited to the net outstanding amount due to/from an individual counterparty. The actual collateral amounts pledged may exceed these amounts and may fluctuate in value.

 

Deutsche Bank AG acts as securities lending agent and a limited purpose custodian or subcustodian to receive and disburse cash balances and cash collateral, hold short-term investments, hold collateral, and perform other custodian functions. Securities on loan will be continuously secured by collateral which may consist of cash, U.S. Government securities, domestic and foreign short-term debt instruments, letters of credit, time deposits, repurchase agreements, money market mutual funds or other money market accounts, or such other collateral as permitted by the SEC. The value of the collateral must be at least 102% of the market value of the loaned securities that are denominated in U.S. dollars and 105% of the market value of the loaned securities that are not denominated in U.S. dollars. Upon receipt of cash collateral, Janus Capital currently intends to invest the cash collateral in a cash management vehicle for which Janus Capital serves as investment adviser, Janus Cash Collateral Fund LLC. Loaned securities and related collateral are marked-to-market each business day based upon the market value of the loaned securities at the close of business, employing the most recent available pricing information. Collateral levels are then adjusted based on this mark-to-market evaluation.

 

Real Estate Investing

To the extent that real estate-related securities may be included in a Fund’s named benchmark index, INTECH’s mathematical investment process may select equity and debt securities of real estate-related companies. Such companies may include those in the real estate industry or real estate-related industries. These securities may include common stocks, preferred stocks, and other equity securities, including, but not limited to, mortgage-backed securities, real estate-backed securities, securities of REITs and similar REIT-like entities. A REIT is a trust that invests in real estate-related projects, such as

 

31
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

properties, mortgage loans, and construction loans. REITs are generally categorized as equity, mortgage, or hybrid REITs. A REIT may be listed on an exchange or traded OTC.

 

Securities Lending

Under procedures adopted by the Trustees, certain Funds may seek to earn additional income by lending securities to qualified parties. Deutsche Bank AG acts as securities lending agent and a limited purpose custodian or subcustodian to receive and disburse cash balances and cash collateral, hold short-term investments, hold collateral, and perform other custodian functions. Each Fund may lend portfolio securities in an amount equal to up to 1/3 of its total assets as determined at the time of the loan origination. There is the risk of delay in recovering a loaned security or the risk of loss in collateral rights if the borrower fails financially. In addition, Janus Capital makes efforts to balance the benefits and risks from granting such loans. All loans will be continuously secured by collateral which may consist of cash, U.S. Government securities, domestic and foreign short-term debt instruments, letters of credit, time deposits, repurchase agreements, money market mutual funds or other money market accounts, or such other collateral as permitted by the SEC. If a Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund.

 

Upon receipt of cash collateral, Janus Capital may invest it in affiliated or non-affiliated cash management vehicles, whether registered or unregistered entities, as permitted by the 1940 Act and rules promulgated thereunder. Janus Capital currently intends to invest the cash collateral in a cash management vehicle for which Janus Capital serves as investment adviser, Janus Cash Collateral Fund LLC. An investment in Janus Cash Collateral Fund LLC is generally subject to the same risks that shareholders experience when investing in similarly structured vehicles, such as the potential for significant fluctuations in assets as a result of the purchase and redemption activity of the securities lending program, a decline in the value of the collateral, and possible liquidity issues. Such risks may delay the return of the cash collateral and cause a Fund to violate its agreement to return the cash collateral to a borrower in a timely manner. As adviser to the Funds and Janus Cash Collateral Fund LLC, Janus Capital has an inherent conflict of interest as a result of its fiduciary duties to both the Funds and Janus Cash Collateral Fund LLC. Additionally, Janus Capital receives an investment advisory fee of 0.05% for managing Janus Cash Collateral Fund LLC, but it may not receive a fee for managing certain other affiliated cash management vehicles in which the Funds may invest, and therefore may have an incentive to allocate preferred investment opportunities to investment vehicles for which it is receiving a fee.

 

The value of the collateral must be at least 102% of the market value of the loaned securities that are denominated in U.S. dollars and 105% of the market value of the loaned securities that are not denominated in U.S. dollars. Loaned securities and related collateral are marked-to-market each business day based upon the market value of the loaned securities at the close of business, employing the most recent available pricing information. Collateral levels are then adjusted based on this mark-to-market evaluation.

 

32
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

The cash collateral invested by Janus Capital is disclosed in the Pro Forma Schedules of Investments (if applicable). Income earned from the investment of the cash collateral, net of rebates paid to, or fees paid by, borrowers and less the fees paid to the lending agent are included as “Affiliated securities lending income, net” on the Pro Forma Statements of Operations (if applicable).

 

3. Investment Advisory Agreements and Other Transactions with Affiliates

 

Each Fund pays Janus Capital Management LLC (“Janus Capital”) an investment advisory fee which is calculated daily and paid monthly. The following table reflects each Fund’s contractual investment advisory fee rate or base fee rate, as applicable (expressed as an annual rate).

 

Fund  Average Daily Net
Assets of the Fund
  Contractual Investment
Advisory Fee (%)
 
INTECH U.S. Growth Fund  All Asset Levels   0.50 
INTECH U.S. Value Fund  All Asset Levels   0.50 
Pro Forma Combined Fund  All Asset Levels   0.50 

 

Janus Capital has contractually agreed to waive the advisory fee payable by each Fund listed below or reimburse expenses in an amount equal to the amount, if any, that the Fund’s normal operating expenses in any fiscal year, including the investment advisory fee, but excluding the distribution and shareholder servicing fees (applicable to Class A Shares, Class C Shares, and Class S Shares), administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes, acquired fund fees and expenses, and extraordinary expenses, exceed the annual rate shown below. Janus Capital has agreed to continue each waiver until the dates noted below. If applicable, amounts reimbursed to the Funds by Janus Capital are disclosed as “Excess Expense Reimbursement” on the Pro Forma Statements of Operations.

 

Fund  Expense Limit (%)
(until November 1, 2015)
   Expense Limit (%)
(until November 1, 2014)
   Expense Limit (%)
(until November 1, 2013)
 
INTECH U.S. Growth Fund   0.83    0.76    0.90 
INTECH U.S. Value Fund   0.79    0.79    0.75 
Pro Forma Combined Fund   0.79    0.79    N/A 

 

4. Capital Shares

 

The pro forma net asset value per share assumes the issuance of shares of INTECH U.S. Value Fund that would have been issued at June 30, 2014, in connection with the proposed reorganization. The number of shares assumed to be issued is equal to the net asset value of shares of INTECH U.S. Growth Fund, as of June 30, 2014 divided by the net asset value per share of the shares of INTECH U.S. Value Fund as of June 30, 2014.

 

33
 

 

INTECH U.S. Growth Fund (renamed INTECH U.S. Managed Volatility Fund II effective December 17, 2014) and
INTECH U.S. Value Fund (renamed INTECH U.S. Managed Volatility Fund effective December 17, 2014)

 

The pro forma number of shares outstanding, by class, for the combined fund consists of the following at June 30, 2014:

 

Class of Shares  Shares of
INTECH U.S.
Value Fund Pre-
Combination
   Additional
Shares Assumed
Issued in
Reorganization
   Total Outstanding
Shares Post-
Combination
 
Class A Shares   108,190    593,630    701,820 
Class C Shares   65,778    287,283    353,061 
Class I Shares   7,849,202    18,471,445    26,320,647 
Class S Shares   4,853    920,248    925,101 
Class T Shares   1,414,790    4,514,887    5,929,677 

 

5. New Accounting Pronouncements

 

In June 2013, FASB issued Accounting Standards Update No. 2013-08, Financial Services – Investment Companies (Topic 946): Amendments to the Scope, Measurement and Disclosure Requirements (“ASU 2013-08”). This update sets forth a new approach for determining whether a public or private company is an investment company and sets certain measurement and disclosure requirements for an investment company. FASB has determined that a fund registered under the 1940 Act automatically meets ASU 2013-08’s criteria for an investment company. ASU 2013-08 is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2013. Management does not expect this guidance to have an impact on the Funds’ pro forma financial statements.

 

34
 

 

 

                                                                                                                 6 October 28, 2014

                                                 
      Class A
Shares
Ticker
      Class C
Shares
Ticker
      Class S
Shares
Ticker
      Class I
Shares
Ticker
      Class N
Shares
Ticker
      Class T
Shares
Ticker
 
Mathematical                                                
INTECH Global Dividend Fund     JGDAX       JGDCX       JGDSX       JGDIX       JGGNX*     JDGTX  
INTECH International Fund     JMIAX       JMICX       JMISX       JMIIX       JMRNX*     JRMTX  
INTECH U.S. Growth Fund     JDRAX       JCGCX       JCGIX       JRMGX       JGRNX*     JDRTX  
INTECH U.S. Value Fund     JRSAX       JRSCX       JRSSX       JRSIX       JRSNX        JRSTX  

 

 

 

 

 

 

 

 

 

 

Janus Investment Fund

Prospectus

 

 

 

 

 

 

 

 

 

 

 

*  Not currently offered.

 

The Securities and Exchange Commission has not approved or disapproved of these securities or passed on the accuracy or adequacy of this Prospectus. Any representation to the contrary is a criminal offense. 

 
 

 

 

 

This Prospectus describes four portfolios (each, a “Fund” and collectively, the “Funds”) of Janus Investment Fund (the “Trust”). Janus Capital Management LLC (“Janus Capital” or “Janus”) serves as investment adviser to each Fund. INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Growth Fund, and INTECH U.S. Value Fund (together, the “INTECH Funds”) are subadvised by INTECH Investment Management LLC (“INTECH”).

 

The Funds offer multiple classes of shares in order to meet the needs of various types of investors. Class A Shares, Class C Shares, Class S Shares, Class I Shares, Class N Shares, and Class T Shares (individually and/or collectively, the “Shares”) are offered by this Prospectus.

 

The Shares are not offered directly to individual investors. Certain financial intermediaries may not offer all classes of Shares. For additional information about these classes of Shares and whether or not you are eligible to purchase these Shares, please refer to the Shareholder’s Guide section of the Prospectus.

 

 
 

 

Janus Investment Fund

 

INTECH Global Dividend Fund

INTECH International Fund

INTECH U.S. Growth Fund

INTECH U.S. Value Fund

(each a “Fund” and collectively, the “Funds”)

 

Supplement dated October 28, 2014

to Currently Effective Prospectuses

 

Summary

 

The purpose of this Supplement is to provide you with important information regarding changes to your Fund’s investment strategies and corresponding changes to the name of your Fund. This summary is intended to provide you with background on the specific changes that are detailed in the next section. The changes detailed herein do not require any action on your part.

 

On September 17, 2014, the Board of Trustees (the “Trustees”) of the Funds approved changes to the investment strategies and names of each Fund to reflect a new managed volatility investment strategy. Additionally, the Trustees approved changes to the benchmark index and corresponding investment strategies for each of INTECH U.S. Growth Fund and INTECH U.S. Value Fund to reflect a transition to the Russell 1000® Index. These changes, each of which is discussed in detail in this Supplement, are effective on or about December 17, 2014. Your Fund’s investment objective, as shown below, and investment personnel remain the same under the new managed volatility investment strategy, and these changes will not impact the management fee rate paid by your Fund.

 

 Fund   Investment Objective
INTECH Global Dividend Fund   Seeks long-term growth of capital and income
INTECH International Fund   Seeks long-term growth of capital
INTECH U.S. Growth Fund   Seeks long-term growth of capital
INTECH U.S. Value Fund   Seeks long-term growth of capital

 

New Managed Volatility Strategy for each Fund

Each Fund is implementing a managed volatility strategy that is an extension of the Fund’s current investment strategy. While both the current strategy and new managed volatility strategy seek to provide excess returns and participate in normal rising markets, the new strategy also seeks to reduce or “manage” portfolio volatility to a level less than each Fund’s named benchmark index. Specifically, the managed volatility strategy seeks, over time, returns above a Fund’s named benchmark index, with absolute volatility lower than the benchmark index, as described below in each Fund’s Principal Investment Strategies. In this context, absolute volatility refers to the variation in the returns of the Fund and the named benchmark index as measured by standard deviation. Over shorter time periods, however, a Fund’s performance under a managed volatility strategy may be less correlated to the performance of the Fund’s named benchmark index than under the current investment strategy. In this regard, a Fund is expected to offer less “beta” or market-like investment exposure, which, in sharply rising markets, can result in the Fund underperforming its named benchmark index and not obtaining the full benefit of the market increase. Conversely, the managed volatility strategy seeks to lessen losses in down markets to a greater extent than under the Fund’s existing investment strategy, so that the Fund does not experience the full impact of a market decrease.

 

Beginning on or about December 17, 2014, your Fund will begin to transition to the managed volatility strategy which will result in the rebalancing of weightings of existing securities held by your Fund as well as the purchase and sale of securities. This transition is expected to take up to six weeks in an effort to minimize the impact of transaction costs. During this transition period, your Fund may not perform as it otherwise would under either the current investment strategy or the new managed volatility strategy.

 

 
 

 

New Name for each Fund

To reflect the new managed volatility strategies of the Funds, and the changes to the benchmark indices and corresponding investment strategies for INTECH U.S. Growth Fund and INTECH U.S. Value Fund, each Fund’s name will change as follows:

 

 Current Name   New Name
INTECH Global Dividend Fund   INTECH Global Income Managed Volatility Fund
INTECH International Fund   INTECH International Managed Volatility Fund
INTECH U.S. Growth Fund   INTECH U.S. Managed Volatility Fund II
INTECH U.S. Value Fund   INTECH U.S. Managed Volatility Fund

 

For INTECH Global Dividend Fund, the name change to include “income” is intended to reflect INTECH Global Dividend Fund’s stated investment objective of seeking long-term growth of capital and income, but does not result in a change to the stated principal investment strategy with respect to investing at least 80% of its net assets in dividend-paying securities.

 

New Fund Benchmark Index and Corresponding Investment Strategy Change for each of INTECH U.S. Growth Fund and INTECH U.S. Value Fund

In connection with the proposed transition to a managed volatility strategy for each Fund, the benchmark indices for INTECH U.S. Growth Fund and INTECH U.S. Value Fund will change to the Russell 1000® Index. INTECH U.S. Growth Fund and INTECH U.S. Value Fund each pursue their respective investment objective by investing in the universe of securities in the named benchmark index, and as such, these Funds’ principal investment strategies will be revised to reflect investments in securities comprising the Russell 1000® Index. The transition to the Russell 1000® Index is expected to provide shareholders with broader exposure to large cap U.S. equities than the current value- and growth-focused indices, including exposure to both growth and value stock constituents, and the potential benefits from the resulting application of INTECH’s managed volatility investment process across the entire Russell 1000® Index investment universe.

 

The following compares the current and the new benchmark indices:

 

 Fund   Current Benchmark Index   New Benchmark Index
INTECH U.S. Growth Fund   Russell 1000® Growth Index   Russell 1000® Index
INTECH U.S. Value Fund   Russell 1000® Value Index   Russell 1000® Index

 

The Russell 1000® Index measures the performance of the large-cap segment of the U.S. equity universe. It is a subset of the Russell 3000® Index and includes approximately 1,000 of the largest securities based on a combination of their market cap and current index membership. The Russell 1000® Growth Index measures the performance of those Russell 1000® Index companies with higher price-to-book ratios and higher forecasted growth values. The Russell 1000® Value Index measures the performance of those Russell 1000® Index companies with lower price-to-book ratios and lower forecasted growth values.

 

The following compares the current and new investment strategies related to the benchmark index changes only:

         
 Fund   Current Investment Strategy   New Investment Strategy
INTECH U.S. Growth Fund   The Fund invests, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Growth Index, utilizing INTECH’s mathematical investment process.   The Fund invests, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Index, utilizing INTECH’s mathematical investment process, applying a managed volatility approach.
         
INTECH U.S. Value Fund   The Fund invests, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Value Index, utilizing INTECH’s mathematical investment process.   The Fund invests, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Index, utilizing INTECH’s mathematical investment process, applying a managed volatility approach.

 

2
 

 

Prospectus Changes

 

Effective December 17, 2014, the information below replaces in its entirety the corresponding information found in the Prospectus.

 

1. The following changes apply to the Fund Summary section of the Prospectus for each Fund as noted.

 

Changes Applicable to INTECH Global Dividend Fund

 

The following replaces in their entirety the first and second paragraphs found under “Principal Investment Strategies”:

 

Principal Investment Strategies

The Fund invests, under normal circumstances, at least 80% of its net assets in dividend-paying securities. The Fund invests primarily in common stocks from the universe of the MSCI World High Dividend Yield Index, utilizing INTECH’s mathematical investment process, applying a managed volatility approach. The MSCI World High Dividend Yield Index is designed to reflect the performance of the high dividend yield securities contained within the broader MSCI World Indexsm. The Fund may also invest in foreign equity and debt securities. The Fund seeks to produce returns in excess of the MSCI World High Dividend Yield Index, but with lower absolute volatility than the benchmark index. The Fund seeks to generate such excess returns with absolute volatility that can range from approximately 0% to 45% lower than the MSCI World High Dividend Yield Index. In this context, absolute volatility refers to the variation in the returns of the Fund and the benchmark index as measured by standard deviation. This range is expected to be closer to 0% in less volatile markets and will increase as market conditions become more volatile.

 

The Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of stocks within the named benchmark index. The goal of this process is to combine stocks that individually have higher relative volatility, lower absolute volatility, and lower correlations with each other in an effort to reduce the Fund’s absolute volatility, while still generating returns that exceed the named benchmark index over a full market cycle (a time period representing a significant market decline and recovery). Although the Fund may underperform its named benchmark index in sharply rising markets, this strategy seeks to participate in normal rising markets and lessen losses in down markets. In applying this strategy, INTECH establishes target proportions of its holdings from stocks within the named benchmark index using an optimization process designed to determine the most effective weightings of each stock in the Fund. Once INTECH determines such proportions and the Fund’s investments are selected, the Fund is periodically rebalanced to the set target proportions and re-optimized. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.

 

The following replaces in its entirety the corresponding paragraph found under “Principal Investment Risks”:

 

Investment Process Risk. The focus on managed volatility may keep the Fund from achieving excess returns over the named benchmark index. In this regard, INTECH’s managed volatility strategy may underperform the Fund’s named benchmark index during certain periods of up markets, and in particular, most likely will underperform the benchmark index in sharply rising markets, and may not achieve the desired level of protection in down markets. As INTECH’s mathematical investment process has evolved, it has experienced periods of both underperformance and outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

 

Changes Applicable to INTECH International Fund

 

The following replaces in their entirety the first and second paragraphs found under “Principal Investment Strategies”:

 

Principal Investment Strategies

The Fund invests primarily in common stocks from the universe of the MSCI EAFE® (Europe, Australasia, Far East) Index, utilizing INTECH’s mathematical investment process, applying a managed volatility approach. The MSCI EAFE® Index is an MSCI index that is designed to measure the performance of the developed markets of Europe, Australasia, and the Far East. The Fund may also invest in foreign equity and debt securities. The Fund seeks to produce returns in excess of the MSCI EAFE® Index, but with lower absolute volatility than the benchmark index. The Fund seeks to

 

3
 

 

generate such excess returns with absolute volatility that can range from approximately 0% to 45% lower than the MSCI EAFE® Index. In this context, absolute volatility refers to the variation in the returns of the Fund and the benchmark index as measured by standard deviation. This range is expected to be closer to 0% in less volatile markets and will increase as market conditions become more volatile.

 

The Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of stocks within the named benchmark index. The goal of this process is to combine stocks that individually have higher relative volatility, lower absolute volatility, and lower correlations with each other in an effort to reduce the Fund’s absolute volatility, while still generating returns that exceed the named benchmark index over a full market cycle (a time period representing a significant market decline and recovery). Although the Fund may underperform its named benchmark index in sharply rising markets, this strategy seeks to participate in normal rising markets and lessen losses in down markets. In applying this strategy, INTECH establishes target proportions of its holdings from stocks within the named benchmark index using an optimization process designed to determine the most effective weightings of each stock in the Fund. Once INTECH determines such proportions and the Fund’s investments are selected, the Fund is periodically rebalanced to the set target proportions and re-optimized. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.

 

The following replaces in its entirety the corresponding paragraph found under “Principal Investment Risks”:

 

Investment Process Risk. The focus on managed volatility may keep the Fund from achieving excess returns over the named benchmark index. In this regard, INTECH’s managed volatility strategy may underperform the Fund’s named benchmark index during certain periods of up markets, and in particular, most likely will underperform the benchmark index in sharply rising markets, and may not achieve the desired level of protection in down markets. As INTECH’s mathematical investment process has evolved, it has experienced periods of both underperformance and outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

 

Changes Applicable to INTECH U.S. Growth Fund

 

The following replaces in their entirety the first and second paragraphs found under “Principal Investment Strategies”:

 

Principal Investment Strategies

The Fund invests, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Index, utilizing INTECH’s mathematical investment process, applying a managed volatility approach. The Russell 1000® Index is an unmanaged index that measures the performance of the large-cap segment of the U.S. equity universe. The Fund seeks to produce returns in excess of the Russell 1000® Index, but with lower absolute volatility than the benchmark index. The Fund seeks to generate such excess returns with absolute volatility that can range from approximately 0% to 40% lower than the Russell 1000® Index. In this context, absolute volatility refers to the variation in the returns of the Fund and the benchmark index as measured by standard deviation. This range is expected to be closer to 0% in less volatile markets and will increase as market conditions become more volatile.

 

The Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of stocks within the named benchmark index. The goal of this process is to combine stocks that individually have higher relative volatility, lower absolute volatility, and lower correlations with each other in an effort to reduce the Fund’s absolute volatility, while still generating returns that exceed the named benchmark index over a full market cycle (a time period representing a significant market decline and recovery). Although the Fund may underperform its named benchmark index in sharply rising markets, this strategy seeks to participate in normal rising markets and lessen losses in down markets. In applying this strategy, INTECH establishes target proportions of its holdings from stocks within the named benchmark index using an optimization process designed to determine the most effective weightings of each stock in the Fund. Once INTECH determines such proportions and the Fund’s investments are selected, the Fund is periodically rebalanced to the set target proportions and re-optimized. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.

 

4
 

 

The following replaces in its entirety the corresponding paragraph found under “Principal Investment Risks”:

 

Investment Process Risk. The focus on managed volatility may keep the Fund from achieving excess returns over the named benchmark index. In this regard, INTECH’s managed volatility strategy may underperform the Fund’s named benchmark index during certain periods of up markets, and in particular, most likely will underperform the benchmark index in sharply rising markets, and may not achieve the desired level of protection in down markets. As INTECH’s mathematical investment process has evolved, it has experienced periods of both underperformance and outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

 

The following replaces in its entirety the corresponding information found in the Performance Information section under “Average Annual Total Returns”:

                                 
 Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       10 Years       Since
Inception of
Predecessor
Fund
(1/2/03)
 
Class S Shares                                
Return Before Taxes     33.82%       19.62%       7.10%       8.62%  
Return After Taxes on Distributions     33.72%       19.49%       6.68%       8.17%  
Return After Taxes on Distributions and Sale of Fund Shares     19.22%       16.05%       5.68%       7.00%  
Russell 1000® Index     33.11%       18.59%       7.78%       9.31%  
(reflects no deduction for expenses, fees, or taxes)                                
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
Class A Shares                                
Return Before Taxes(1)     26.32%       18.44%       6.69%       8.24%  
Russell 1000® Index     33.11%       18.59%       7.78%       9.31%  
(reflects no deduction for expenses, fees, or taxes)                                
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
Class C Shares                                
Return Before Taxes(2)     32.13%       18.86%       6.48%       8.00%  
Russell 1000® Index     33.11%       18.59%       7.78%       9.31%  
(reflects no deduction for expenses, fees, or taxes)                                
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
Class I Shares                                
Return Before Taxes     34.44%       20.18%       7.10%       8.62%  
Russell 1000® Index     33.11%       18.59%       7.78%       9.31%  
(reflects no deduction for expenses, fees, or taxes)                                
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
                                 

 

5
 

 

                                 
 Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       10 Years       Since
Inception of
Predecessor
Fund
(1/2/03)
 
Class N Shares                                
Return Before Taxes     33.82%       19.62%       7.10%       8.62%  
Russell 1000® Index     33.11%       18.59%       7.78%       9.31%  
(reflects no deduction for expenses, fees, or taxes)                                
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
Class T Shares                                
Return Before Taxes     34.14%       19.62%       7.10%       8.62%  
Russell 1000® Index     33.11%       18.59%       7.78%       9.31%  
(reflects no deduction for expenses, fees, or taxes)                                
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
                                 

(1)Calculated assuming maximum permitted sales loads.
(2)The one year return is calculated to include the contingent deferred sales charge.

 

Changes Applicable to INTECH U.S. Value Fund

 

The following replaces in their entirety the first and second paragraphs found under “Principal Investment Strategies”:

 

Principal Investment Strategies

The Fund invests, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Index, utilizing INTECH’s mathematical investment process, applying a managed volatility approach. The Russell 1000® Index is an unmanaged index that measures the performance of the large-cap segment of the U.S. equity universe. The Fund seeks to produce returns in excess of the Russell 1000® Index, but with lower absolute volatility than the benchmark index. The Fund seeks to generate such excess returns with absolute volatility that can range from approximately 0% to 40% lower than the Russell 1000® Index. In this context, absolute volatility refers to the variation in the returns of the Fund and the benchmark index as measured by standard deviation. This range is expected to be closer to 0% in less volatile markets and will increase as market conditions become more volatile.

 

The Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of stocks within the named benchmark index. The goal of this process is to combine stocks that individually have higher relative volatility, lower absolute volatility, and lower correlations with each other in an effort to reduce the Fund’s absolute volatility, while still generating returns that exceed the named benchmark index over a full market cycle (a time period representing a significant market decline and recovery). Although the Fund may underperform its named benchmark index in sharply rising markets, this strategy seeks to participate in normal rising markets and lessen losses in down markets. In applying this strategy, INTECH establishes target proportions of its holdings from stocks within the named benchmark index using an optimization process designed to determine the most effective weightings of each stock in the Fund. Once INTECH determines such proportions and the Fund’s investments are selected, the Fund is periodically rebalanced to the set target proportions and re-optimized. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.

 

The following replaces in its entirety the corresponding paragraph found under “Principal Investment Risks”:

 

Investment Process Risk. The focus on managed volatility may keep the Fund from achieving excess returns over the named benchmark index. In this regard, INTECH’s managed volatility strategy may underperform the Fund’s named benchmark index during certain periods of up markets, and in particular, most likely will underperform the benchmark index in sharply rising markets, and may not achieve the desired level of protection in down markets. As INTECH’s mathematical investment process has evolved, it has experienced periods of both underperformance and outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working

 

6
 

 

appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

 

The following replaces in its entirety the corresponding information found in the Performance Information section under “Average Annual Total Returns”:

                         
 Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       Since
Inception of
Predecessor
Fund
(12/30/05)
 
Class I Shares                        
Return Before Taxes     35.85%       16.95%       6.89%  
Return After Taxes on Distributions     29.90%       15.66%       5.93%  
Return After Taxes on Distributions and Sale of Fund Shares     23.38%       13.58%       5.36%  
Russell 1000® Index     33.11%       18.59%       7.53%  
(reflects no deduction for expenses, fees, or taxes)                        
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
Class A Shares                        
Return Before Taxes(1)     27.59%       15.27%       5.83%  
Russell 1000® Index     33.11%       18.59%       7.53%  
(reflects no deduction for expenses, fees, or taxes)                        
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
Class C Shares                        
Return Before Taxes(2)     33.40%       15.79%       5.83%  
Russell 1000® Index     33.11%       18.59%       7.53%  
(reflects no deduction for expenses, fees, or taxes)                        
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
Class S Shares                        
Return Before Taxes     35.57%       16.47%       6.43%  
Russell 1000® Index     33.11%       18.59%       7.53%  
(reflects no deduction for expenses, fees, or taxes)                        
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
Class N Shares                        
Return Before Taxes     35.85%       16.95%       6.89%  
Russell 1000® Index     33.11%       18.59%       7.53%  
(reflects no deduction for expenses, fees, or taxes)                        
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
                         

 

7
 

                         
 Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       Since
Inception of
Predecessor
Fund
(12/30/05)
 
Class T Shares                        
Return Before Taxes     35.49%       16.64%       6.50%  
Russell 1000® Index     33.11%       18.59%       7.53%  
(reflects no deduction for expenses, fees, or taxes)                        
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
                         

(1)Calculated assuming maximum permitted sales loads.
(2)The one year return is calculated to include the contingent deferred sales charge.

 

2. The following changes apply to the remainder of the Prospectus.

 

The following replaces in its entirety the corresponding information found under “Additional Investment Strategies and General Portfolio Policies”:

 

Investment Process

INTECH applies a mathematical investment process to construct an investment portfolio for each INTECH Fund. INTECH developed the formulas underlying this mathematical investment process. This process seeks, over time, to generate a return in excess of each Fund’s named benchmark index over the long term, while controlling the variability of each Fund’s returns. The mathematical investment process involves:

 

selecting stocks primarily from stocks within a Fund’s named benchmark index;
periodically determining a target weighting of these stocks and rebalancing to the target weighting; and
monitoring the total risk and volatility of a Fund’s holdings.

 

INTECH seeks, over time, to outperform each Fund’s named benchmark index through its mathematical investment process. By applying a managed volatility approach, INTECH’s process also seeks to identify stocks for each Fund in a manner that reduces the overall portfolio volatility below that of the named benchmark index. INTECH has designed certain controls to minimize the absolute risk of a Fund. However, the proprietary mathematical investment process used by INTECH may not achieve the desired results. Each Fund may invest in exchange-traded funds or use futures, options, and other derivatives to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs.

 

The following replaces in its entirety the corresponding information found in the “Additional Investment Strategies and General Portfolio Policies” section under “Risks of the Funds”:

 

Investment Process Risk. The focus on managed volatility may keep a Fund from achieving excess returns over the named benchmark index. In this regard, INTECH’s managed volatility strategy may underperform the Fund’s named benchmark index during certain periods of up markets, and in particular, most likely will underperform the benchmark index in sharply rising markets, and may not achieve the desired level of protection in down markets. Additionally, the rebalancing techniques used by INTECH may result in a higher portfolio turnover rate and related expenses compared to a “buy and hold” fund strategy. There is a risk that INTECH’s method of assessing stocks will not result in the expected volatility or correlation characteristics. In either case, a Fund may not outperform the named benchmark index, and likely will underperform its named benchmark index. As a result of INTECH’s investment process, a Fund may tend to invest in the smaller capitalization members of the named benchmark index, or other stocks, that typically exhibit greater volatility, primarily because of the potential diversification gains due to the lower correlations of their performance to that of the larger capitalization members of the named benchmark index. Consequently, in conditions where market capital is temporarily concentrated in the larger stocks contained in the named benchmark index, and fewer stocks are driving benchmark index returns, the performance of a Fund may be negatively affected relative to the named benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended

 

8
 

 

results, and may adversely impact a Fund’s performance. In addition, others may attempt to utilize public information related to INTECH’s investment strategy in a way that may affect performance.

 

INTECH has designed certain controls to minimize the absolute risk of a Fund. For example, to help ensure that risk and trade costs are minimized, among other factors, INTECH employs a screening process to identify stocks that trade at a higher cost as well as constraints on stock weights in a Fund’s optimization. The Funds normally remain as fully invested as possible and do not seek to lessen the effects of a declining market through hedging or temporary defensive positions. However, they may invest in exchange-traded funds or use futures, options, and other derivatives to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs. There is no guarantee that these types of investments will work and their use could cause lower returns or even losses to the Funds.

 

Effective on or about December 17, 2014, all references to INTECH Global Dividend Fund are replaced with INTECH Global Income Managed Volatility Fund, all references to INTECH International Fund are replaced with INTECH International Managed Volatility Fund, all references to INTECH U.S. Growth Fund are replaced with INTECH U.S. Managed Volatility Fund II, and all references to INTECH U.S. Value Fund are replaced with INTECH U.S. Managed Volatility Fund.

 

Please retain this Supplement with your records.

 

9
 

 

Table of contents

 

Fund summary  
INTECH Global Dividend Fund 2
INTECH International Fund 8
INTECH U.S. Growth Fund 14
INTECH U.S. Value Fund 20
   
Additional information about the Funds  
Fees and expenses 26
Additional investment strategies and general portfolio policies 27
Risks of the Funds 29
   
Management of the Funds  
Investment adviser 33
Management expenses 33
Subadviser 34
Investment personnel 35
   
Other information 37
   
Distributions and taxes 38
   
Shareholder’s guide  
Pricing of fund shares 42
Choosing a share class 43
Distribution, servicing, and administrative fees 44
Payments to financial intermediaries by Janus Capital or its affiliates 46
Purchases 47
Exchanges 50
Redemptions 51
Excessive trading 53
Shareholder communications 55
   
Financial highlights 56
   
Glossary of investment terms 76

 

1 | Janus Investment Fund

 

 

 

Fund summary

 

INTECH Global Dividend Fund

 

Ticker:   JGDAX   Class A Shares   JGDSX   Class S Shares   JGGNX   Class N Shares  
    JGDCX   Class C Shares   JGDIX   Class I Shares   JDGTX   Class T Shares  

 

INVESTMENT OBJECTIVE

 

INTECH Global Dividend Fund seeks long-term growth of capital and income.

 

FEES AND EXPENSES OF THE FUND

 

This table describes the fees and expenses that you may pay if you buy and hold Shares of the Fund. Each share class has different expenses, but represents an investment in the same Fund. For Class A Shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Fund or in other Janus mutual funds. More information about these and other discounts, as well as eligibility requirements for each share class, is available from your financial professional and in the “Purchases” section on page 47 of the Fund’s Prospectus and in the “Purchases” section of the Fund’s Statement of Additional Information.

 

SHAREHOLDER FEES
(fees paid directly from your investment)
            Class A               Class C               Class S               Class I               Class N               Class T  
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)             5.75%               None                None                None                None                None   
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)             None                1.00%               None                None                None                None   
                                                                                                 
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)
            Class A               Class C               Class S               Class I               Class N               Class T  
Management Fees     0.55%               0.55%               0.55%               0.55%               0.55%               0.55%  
Distribution/Service (12b-1) Fees     0.25%               1.00%               0.25%               None                None                None   
Other Expenses(1)     1.16%               1.15%               1.33%               1.12%               1.10%               1.28%  
Total Annual Fund Operating Expenses(2)     1.96%               2.70%               2.13%               1.67%               1.65%               1.83%  
Fee Waiver(2)     1.13%               1.11%               1.11%               1.14%               1.14%               1.07%  
Total Annual Fund Operating Expenses After Fee Waiver(2)     0.83%               1.59%               1.02%               0.53%               0.51%               0.76%  

 

(1)  Other Expenses for Class N Shares are based on the estimated annualized expenses that the Shares expect to incur.
(2)  Janus Capital has contractually agreed to waive its investment advisory fee and/or reimburse Fund expenses to the extent that the Fund’s total annual fund operating expenses (excluding the distribution and shareholder servicing fees – applicable to Class A Shares, Class C Shares, and Class S Shares; administrative services fees payable pursuant to the Transfer Agency Agreement; brokerage commissions; interest; dividends; taxes; acquired fund fees and expenses; and extraordinary expenses) exceed 0.50% until at least November 1, 2015. The contractual waiver may be terminated or modified prior to this date only at the discretion of the Board of Trustees. For a period beginning with the Fund’s commencement of operations (December 15, 2011) and expiring on the third anniversary of the commencement of operations, Janus Capital may recover from the Fund fees and expenses previously waived or reimbursed, which could then be considered a deferral, if the Fund’s expense ratio, including recovered expenses, falls below the expense limit.

 

EXAMPLE:

The following Example is based on expenses without waivers. The Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and reinvest all dividends and distributions. The Example also assumes that your

 

2 | INTECH Global Dividend Fund

 

 

 

investment has a 5% return each year and that the Fund’s operating expenses without waivers or recoupments (if applicable) remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

                                 
If Shares are redeemed:   1 Year   3 Years   5 Years   10 Years
Class A Shares   $  763     $  1,155     $  1,571     $  2,729  
Class C Shares   $  373     $  838     $  1,430     $  3,032  
Class S Shares   $  216     $  667     $  1,144     $  2,462  
Class I Shares   $  170     $  526     $  907     $  1,976  
Class N Shares   $  168     $  520     $  897     $  1,955  
Class T Shares   $  186     $  576     $  990     $  2,148  

                                 
If Shares are not redeemed:   1 Year   3 Years   5 Years   10 Years
Class A Shares   $  763     $  1,155     $  1,571     $  2,729  
Class C Shares   $  273     $  838     $  1,430     $  3,032  
Class S Shares   $  216     $  667     $  1,144     $  2,462  
Class I Shares   $  170     $  526     $  907     $  1,976  
Class N Shares   $  168     $  520     $  897     $  1,955  
Class T Shares   $  186     $  576     $  990     $  2,148  

 

Portfolio Turnover: The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 51% of the average value of its portfolio.

 

PRINCIPAL INVESTMENT STRATEGIES

 

The Fund invests, under normal circumstances, at least 80% of its net assets in dividend-paying securities. The Fund invests primarily in common stocks from the universe of the MSCI World High Dividend Yield Index, utilizing INTECH’s mathematical investment process. The MSCI World High Dividend Yield Index is designed to reflect the performance of the high dividend yield securities contained within the broader MSCI World Indexsm. The Fund may also invest in foreign equity and debt securities.

 

The Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of common stocks within its named benchmark index. The goal of this process is to build a portfolio of stocks in a more efficient combination than the named benchmark index. The process seeks to capitalize on the natural volatility of the market by searching for stocks within the index that have high relative volatility (providing the potential for excess returns) but that essentially move in opposite directions or have low correlation to each other (providing the potential for lower relative risk). By constructing the portfolio in this manner and periodically rebalancing the portfolio to maintain potentially more efficient weightings, INTECH’s mathematical investment process seeks to create a portfolio that, over time, produces returns in excess of its named benchmark index with risks similar to that of the benchmark index. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.

 

The Fund may lend portfolio securities on a short-term or long-term basis, in an amount equal to up to one-third of its total assets as determined at the time of the loan origination.

 

PRINCIPAL INVESTMENT RISKS

 

The biggest risk is that the Fund’s returns will vary, and you could lose money. The Fund is designed for long-term investors seeking an equity portfolio, including common stocks. Common stocks tend to be more volatile than many other investment choices.

 

Foreign Exposure Risk. The Fund normally has significant exposure to foreign markets as a result of its investments in foreign securities, which can be more volatile than the U.S. markets. As a result, its returns and net asset value may be affected to a large degree by fluctuations in currency exchange rates or political or economic conditions in a particular

 

3 | INTECH Global Dividend Fund

 

 

  

country. In some foreign markets, there may not be protection against failure by other parties to complete transactions. It may not be possible for the Fund to repatriate capital, dividends, interest, and other income from a particular country or governmental entity. In addition, a market swing in one or more countries or regions where the Fund has invested a significant amount of its assets may have a greater effect on the Fund’s performance than it would in a more geographically diversified portfolio. To the extent the Fund invests in foreign debt securities, such investments are sensitive to changes in interest rates. Additionally, investments in securities of foreign governments involve the risk that a foreign government may not be willing or able to pay interest or repay principal when due.

 

Dividend Risk. Companies that issue dividend-yielding securities are not required to continue to pay dividends on such securities. Therefore, there is the possibility that such companies could reduce or eliminate the payment of dividends in the future.

 

Market Risk. The value of the Fund’s portfolio may decrease if the value of an individual company or security, or multiple companies or securities, in the portfolio decreases. Further, regardless of how well individual companies or securities perform, the value of the Fund’s portfolio could also decrease if there are deteriorating economic or market conditions. It is important to understand that the value of your investment may fall, sometimes sharply, in response to changes in the market, and you could lose money.

 

Investment Process Risk. The proprietary mathematical investment process used by INTECH may not achieve the desired results. There is a risk that INTECH’s method of identifying stocks with higher volatility than the named benchmark index or its method of identifying stocks that tend to move in the same or opposite direction relative to each other (correlation) will not result in selecting stocks with continuing volatility or the expected correlation. In INTECH’s history, which spans more than 25 years, INTECH’s mathematical investment process has experienced periods of both underperformance and outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

  

Portfolio Turnover Risk. Increased portfolio turnover may result in higher costs, which may have a negative effect on the Fund’s performance. In addition, higher portfolio turnover may result in the acceleration of capital gains and the recognition of greater levels of short-term capital gains, which are taxed at ordinary federal income tax rates when distributed to shareholders.

 

Securities Lending Risk. The Fund may seek to earn additional income through lending its securities to certain qualified broker-dealers and institutions. There is the risk that when portfolio securities are lent, the securities may not be returned on a timely basis, and the Fund may experience delays and costs in recovering the security or gaining access to the collateral provided to the Fund to collateralize the loan. If the Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund.

 

An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

 

PERFORMANCE INFORMATION

 

The following information provides some indication of the risks of investing in the Fund by showing how the Fund’s performance has varied over time. Class A Shares, Class C Shares, Class S Shares, Class I Shares, and Class T Shares of the Fund commenced operations with the Fund’s inception.

 

•  The performance shown for Class A Shares, Class C Shares, Class S Shares, Class I Shares, and Class T Shares is calculated using the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers.

•  The performance shown for Class N Shares reflects the performance of the Fund’s Class I Shares, calculated using the fees and expenses of Class N Shares, without the effect of any fee and expense limitations or waivers. If Class N Shares of the Fund had been available during the periods shown, the performance may have been different.

 

4 | INTECH Global Dividend Fund

 

 

 

 The bar chart depicts the change in performance from year to year during the periods indicated. The bar chart figures do not include any applicable sales charges that an investor may pay when they buy or sell Class A Shares or Class C Shares of the Fund. If sales charges were included, the returns would be lower. The table compares the Fund’s average annual returns for the periods indicated to broad-based securities market indices. The indices are not actively managed and are not available for direct investment. All figures assume reinvestment of dividends and distributions. For certain periods, the Fund’s performance reflects the effect of expense waivers. Without the effect of these expense waivers, the performance shown would have been lower.

 

The Fund’s past performance (before and after taxes) does not necessarily indicate how it will perform in the future. Updated performance information is available at janus.com/advisor/mutual-funds or by calling 1-877-335-2687.

                                     
Annual Total Returns for Class I Shares (calendar year-end)
                                2012   2013
                                12.35%   20.88%
Best Quarter:  First Quarter 2013  7.40%          Worst Quarter:  Second Quarter 2012  −2.66%

 

The Fund’s year-to-date return as of the calendar quarter ended September 30, 2014 was 0.92%.

                 
Average Annual Total Returns (periods ended 12/31/13)
      1 Year       Since
Inception
(12/15/11)
 
Class I Shares                
Return Before Taxes     20.88%       17.91%  
Return After Taxes on Distributions     18.12%       16.20%  
Return After Taxes on Distributions and Sale of Fund Shares     13.46%       13.74%  
MSCI World Indexsm     26.68%       22.70%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
MSCI World High Dividend Yield Index     21.91%       18.75%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
Class A Shares                
Return Before Taxes(1)     13.65%       14.25%  
MSCI World Indexsm     26.68%       22.70%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
MSCI World High Dividend Yield Index     21.91%       18.75%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
Class C Shares                
Return Before Taxes(2)     18.68%       16.73%  
MSCI World Indexsm     26.68%       22.70%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
MSCI World High Dividend Yield Index     21.91%       18.75%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                

 

5 | INTECH Global Dividend Fund

 

 

  

                 
Average Annual Total Returns (periods ended 12/31/13)
      1 Year       Since
Inception
(12/15/11)
 
Class S Shares                
Return Before Taxes     20.66%       17.49%  
MSCI World Indexsm     26.68%       22.70%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
MSCI World High Dividend Yield Index     21.91%       18.75%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
Class N Shares                
Return Before Taxes     19.60%       16.65%  
MSCI World Indexsm     26.68%       22.70%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
MSCI World High Dividend Yield Index     21.91%       18.75%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
Class T Shares                
Return Before Taxes     20.65%       17.64%  
MSCI World Indexsm     26.68%       22.70%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                
MSCI World High Dividend Yield Index     21.91%       18.75%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                

 

(1)  Calculated assuming maximum permitted sales loads.
(2)  The one year return is calculated to include the contingent deferred sales charge.

 

The MSCI World High Dividend Yield Index is an index designed to reflect the performance of the high dividend yield securities contained within the broader MSCI World Indexsm. The index includes large- and mid-capitalization stocks from developed markets across the Americas, Asia-Pacific, and Europe. The index includes reinvestment of dividends, net of foreign withholding taxes.

 

After-tax returns are calculated using the historically highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on your individual tax situation and may differ from those shown in the preceding table. The after-tax return information shown above does not apply to Fund shares held through a tax-deferred account, such as a 401(k) plan or an IRA.

 

After-tax returns are only shown for Class I Shares of the Fund. After-tax returns for the other classes of Shares will vary from those shown for Class I Shares due to varying sales charges (as applicable), fees, and expenses among the classes.

 

6 | INTECH Global Dividend Fund

 

 

  

MANAGEMENT

 

Investment Adviser: Janus Capital Management LLC

 

Investment Subadviser: INTECH Investment Management LLC

 

Portfolio Management: A team of investment professionals consisting of Adrian Banner, Ph.D. (Chief Executive Officer since November 2012 and Chief Investment Officer since January 2012), Vassilios Papathanakos, Ph.D. (Deputy Chief Investment Officer since November 2012), Joseph W. Runnels, CFA (Vice President of Portfolio Management since March 2003), and Phillip Whitman, Ph.D. (Director of Research since November 2012) works together to implement the mathematical investment process. No one person of the Fund’s investment team is primarily responsible for implementing the investment strategies of the Fund.

 

PURCHASE AND SALE OF FUND SHARES

 

Minimum Investment Requirements*

 

Class A Shares, Class C Shares**, Class S Shares, and Class T Shares
Non-retirement accounts   $ 2,500
Certain tax-deferred accounts or UGMA/UTMA accounts   $ 500
Class I Shares
Institutional investors (investing directly with Janus)   $ 1,000,000
Through an intermediary institution      
• non-retirement accounts   $ 2,500
• certain tax-deferred accounts or UGMA/UTMA accounts   $ 500
Class N Shares
No minimum investment requirements imposed by the Fund     None

*    Exceptions to these minimums may apply for certain tax-deferred, tax-qualified and retirement plans, and accounts held through certain wrap programs.
**   The maximum purchase in Class C Shares is $500,000 for any single purchase.

 

Purchases, exchanges, and redemptions can generally be made only through institutional channels, such as financial intermediaries and retirement platforms. Class I Shares may be purchased directly by certain institutional investors. You should contact your financial intermediary or refer to your plan documents for information on how to invest in the Fund. Requests must be received in good order by the Fund or its agents (financial intermediary or plan sponsor, if applicable) prior to the close of the regular trading session of the New York Stock Exchange in order to receive that day’s net asset value. For additional information, refer to “Purchases,” “Exchanges,” and/or “Redemptions” in the Prospectus.

 

TAX INFORMATION

 

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

 

PAYMENTS TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES

 

If you purchase Class A Shares, Class C Shares, Class S Shares, Class I Shares, or Class T Shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment or to recommend one share class over another. Ask your salesperson or visit your financial intermediary’s website for more information.

 

7 | INTECH Global Dividend Fund

 

 

  

Fund summary

  

INTECH International Fund 

                             
Ticker:   JMIAX   Class A Shares   JMISX   Class S Shares   JMRNX   Class N Shares    
    JMICX   Class C Shares   JMIIX   Class I Shares   JRMTX   Class T Shares    

 

INVESTMENT OBJECTIVE

 

INTECH International Fund seeks long-term growth of capital.

 

FEES AND EXPENSES OF THE FUND

 

This table describes the fees and expenses that you may pay if you buy and hold Shares of the Fund. Each share class has different expenses, but represents an investment in the same Fund. For Class A Shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Fund or in other Janus mutual funds. More information about these and other discounts, as well as eligibility requirements for each share class, is available from your financial professional and in the “Purchases” section on page 47 of the Fund’s Prospectus and in the “Purchases” section of the Fund’s Statement of Additional Information.

 

SHAREHOLDER FEES
(fees paid directly from your investment)
            Class A               Class C               Class S               Class I               Class N               Class T  
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)             5.75%               None                None                None                None                None   
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)             None                1.00%               None                None                None                None   
                                                                                                 
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)
            Class A               Class C               Class S               Class I               Class N               Class T  
Management Fees     0.55%               0.55%               0.55%               0.55%               0.55%               0.55%  
Distribution/Service (12b-1) Fees     0.25%               1.00%               0.25%               None                None                None   
Other Expenses(1)     0.41%               0.38%               0.53%               0.26%               0.26%               0.57%  
Total Annual Fund Operating Expenses     1.21%               1.93%               1.33%               0.81%               0.81%               1.12%  

 

(1)  Other Expenses for Class N Shares are based on the estimated annualized expenses that the Shares expect to incur.

 

EXAMPLE:

The Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and reinvest all dividends and distributions. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: 

                                 
If Shares are redeemed:   1 Year        3 Years        5 Years        10 Years
Class A Shares   $  691     $  937     $  1,202     $  1,957  
Class C Shares   $  296     $  606     $  1,042     $  2,254  
Class S Shares   $  135     $  421     $  729     $  1,601  
Class I Shares   $  83     $  259     $  450     $  1,002  
Class N Shares   $  83     $  259     $  450     $  1,002  
Class T Shares   $  114     $  356     $  617     $  1,363  

 

8 | INTECH International Fund

 

 

                                 
If Shares are not redeemed:   1 Year        3 Years        5 Years        10 Years
Class A Shares   $  691     $  937     $  1,202     $  1,957  
Class C Shares   $  196     $  606     $  1,042     $  2,254  
Class S Shares   $  135     $  421     $  729     $  1,601  
Class I Shares   $  83     $  259     $  450     $  1,002  
Class N Shares   $  83     $  259     $  450     $  1,002  
Class T Shares   $  114     $  356     $  617     $  1,363  

 

Portfolio Turnover: The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 160% of the average value of its portfolio.

 

PRINCIPAL INVESTMENT STRATEGIES

 

The Fund invests primarily in common stocks from the universe of the MSCI EAFE® (Europe, Australasia, Far East) Index, utilizing INTECH’s mathematical investment process. The MSCI EAFE® Index is an MSCI index that is designed to measure the performance of the developed markets of Europe, Australasia, and the Far East. The Fund may also invest in foreign equity and debt securities.

 

The Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of common stocks within its named benchmark index. The goal of this process is to build a portfolio of stocks in a more efficient combination than the named benchmark index. The process seeks to capitalize on the natural volatility of the market by searching for stocks within the index that have high relative volatility (providing the potential for excess returns) but that essentially move in opposite directions or have low correlation to each other (providing the potential for lower relative risk). By constructing the portfolio in this manner and periodically rebalancing the portfolio to maintain potentially more efficient weightings, INTECH’s mathematical investment process seeks to create a portfolio that, over time, produces returns in excess of its named benchmark index with risks similar to that of the benchmark index. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.

 

The Fund may lend portfolio securities on a short-term or long-term basis, in an amount equal to up to one-third of its total assets as determined at the time of the loan origination.

 

PRINCIPAL INVESTMENT RISKS

 

The biggest risk is that the Fund’s returns will vary, and you could lose money. The Fund is designed for long-term investors seeking an equity portfolio, including common stocks. Common stocks tend to be more volatile than many other investment choices.

 

Foreign Exposure Risk. The Fund normally has significant exposure to foreign markets as a result of its investments in foreign securities, which can be more volatile than the U.S. markets. As a result, its returns and net asset value may be affected to a large degree by fluctuations in currency exchange rates or political or economic conditions in a particular country. In some foreign markets, there may not be protection against failure by other parties to complete transactions. It may not be possible for the Fund to repatriate capital, dividends, interest, and other income from a particular country or governmental entity. In addition, a market swing in one or more countries or regions where the Fund has invested a significant amount of its assets may have a greater effect on the Fund’s performance than it would in a more geographically diversified portfolio.

 

Market Risk. The value of the Fund’s portfolio may decrease if the value of an individual company or security, or multiple companies or securities, in the portfolio decreases. Further, regardless of how well individual companies or securities perform, the value of the Fund’s portfolio could also decrease if there are deteriorating economic or market conditions. It is important to understand that the value of your investment may fall, sometimes sharply, in response to changes in the market, and you could lose money.

 

9 | INTECH International Fund

 

 

  

Investment Process Risk. The proprietary mathematical investment process used by INTECH may not achieve the desired results. There is a risk that INTECH’s method of identifying stocks with higher volatility than the named benchmark index or its method of identifying stocks that tend to move in the same or opposite direction relative to each other (correlation) will not result in selecting stocks with continuing volatility or the expected correlation. In INTECH’s history, which spans more than 25 years, INTECH’s mathematical investment process has experienced periods of both underperformance and outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

 

Portfolio Turnover Risk. Increased portfolio turnover may result in higher costs, which may have a negative effect on the Fund’s performance. In addition, higher portfolio turnover may result in the acceleration of capital gains and the recognition of greater levels of short-term capital gains, which are taxed at ordinary federal income tax rates when distributed to shareholders.

 

Securities Lending Risk. The Fund may seek to earn additional income through lending its securities to certain qualified broker-dealers and institutions. There is the risk that when portfolio securities are lent, the securities may not be returned on a timely basis, and the Fund may experience delays and costs in recovering the security or gaining access to the collateral provided to the Fund to collateralize the loan. If the Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund.

 

An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

 

PERFORMANCE INFORMATION

 

The following information provides some indication of the risks of investing in the Fund by showing how the Fund’s performance has varied over time. Class I Shares, Class A Shares, Class C Shares, and Class S Shares of the Fund commenced operations on July 6, 2009, after the reorganization of each corresponding class of shares of Janus Adviser INTECH Risk-Managed International Fund (“JAD predecessor fund”) into each respective share class of the Fund. Class T Shares of the Fund commenced operations on July 6, 2009.

 

•  The performance shown for Class I Shares, Class A Shares, Class C Shares, and Class S Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class I Shares, Class A Shares, Class C Shares, and Class S Shares prior to the reorganization, calculated using the fees and expenses of each respective share class of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers.
•  The performance shown for Class T Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class I Shares prior to the reorganization, calculated using the fees and expenses of Class T Shares, without the effect of any fee and expense limitations or waivers. If Class T Shares of the Fund had been available during periods prior to July 6, 2009, the performance shown may have been different.

•  The performance shown for Class N Shares reflects the historical performance of the Fund’s Class I Shares, calculated using the fees and expenses of Class I Shares, net of any applicable fee and expense limitations or waivers. If Class N Shares of the Fund had been available during the periods shown, the performance may have been different.

 

The performance shown for periods following the Fund’s commencement of Class I Shares, Class A Shares, Class C Shares, Class S Shares, and Class T Shares reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers.

 

The bar chart depicts the change in performance from year to year during the periods indicated. The bar chart figures do not include any applicable sales charges that an investor may pay when they buy or sell Class A Shares or Class C Shares of the Fund. If sales charges were included, the returns would be lower. The table compares the Fund’s average annual returns for the periods indicated to a broad-based securities market index. The index is not actively managed and is not available for direct investment. All figures assume reinvestment of dividends and distributions. For certain periods, the Fund’s performance

 

10 | INTECH International Fund

 

 

reflects the effect of expense waivers. Without the effect of these expense waivers, the performance shown would have been lower.

 

The Fund’s past performance (before and after taxes) does not necessarily indicate how it will perform in the future. Updated performance information is available at janus.com/advisor/mutual-funds or by calling 1-877-335-2687.

                                     
Annual Total Returns for Class I Shares (calendar year-end)
                2008   2009   2010   2011   2012   2013
                −41.75%   25.53%   9.76%   −13.48%   17.03%   26.44%
Best Quarter:  Second Quarter 2009  22.50%          Worst Quarter:  Third Quarter 2008  −20.70%

 

The Fund’s year-to-date return as of the calendar quarter ended September 30, 2014 was −2.93%.

 

Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       Since
Inception
of Predecessor Fund
(5/2/07)
 
Class I Shares                        
Return Before Taxes     26.44%       12.02%       1.04%  
Return After Taxes on Distributions     25.41%       11.70%       0.76%  
Return After Taxes on Distributions and Sale of Fund Shares(1)     15.37%       9.73%       0.93%  
MSCI EAFE® Index     22.78%       12.44%       0.59%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                        
Class A Shares                        
Return Before Taxes(2)     18.80%       10.66%       0.05%  
MSCI EAFE® Index     22.78%       12.44%       0.59%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                        
Class C Shares                        
Return Before Taxes(3)     26.62%       12.15%       0.88%  
MSCI EAFE® Index     22.78%       12.44%       0.59%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                        
Class S Shares                        
Return Before Taxes     26.47%       12.00%       0.90%  
MSCI EAFE® Index     22.78%       12.44%       0.59%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                        
Class N Shares                        
Return Before Taxes     26.44%       12.02%       1.04%  
MSCI EAFE® Index     22.78%       12.44%       0.59%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                        

 

11 | INTECH International Fund

 

 

 

Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       Since
Inception
of Predecessor Fund
(5/2/07)
 
Class T Shares                        
Return Before Taxes     26.10%       11.48%       −0.16%  
MSCI EAFE® Index     22.78%       12.44%       0.59%  
(reflects no deduction for expenses, fees, or taxes, except foreign withholding taxes)                        

 

(1)  If the Fund incurs a loss, which generates a tax benefit, the Return After Taxes on Distributions and Sale of Fund Shares may exceed the Fund’s other return figures.
(2)  Calculated assuming maximum permitted sales loads.
(3)  The one year return is calculated to include the contingent deferred sales charge.

 

After-tax returns are calculated using distributions for the Fund’s Class I Shares for periods following July 6, 2009; and for the JAD predecessor fund’s Class I Shares for periods prior to July 6, 2009. After-tax returns are calculated using the historically highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on your individual tax situation and may differ from those shown in the preceding table. The after-tax return information shown above does not apply to Fund shares held through a tax-deferred account, such as a 401(k) plan or an IRA.

 

After-tax returns are only shown for Class I Shares of the Fund. After-tax returns for the other classes of Shares will vary from those shown for Class I Shares due to varying sales charges (as applicable), fees, and expenses among the classes.

 

12 | INTECH International Fund

 

 

  

MANAGEMENT

 

Investment Adviser: Janus Capital Management LLC

 

Investment Subadviser: INTECH Investment Management LLC

 

Portfolio Management: A team of investment professionals consisting of Adrian Banner, Ph.D. (Chief Executive Officer since November 2012 and Chief Investment Officer since January 2012), Vassilios Papathanakos, Ph.D. (Deputy Chief Investment Officer since November 2012), Joseph W. Runnels, CFA (Vice President of Portfolio Management since March 2003), and Phillip Whitman, Ph.D. (Director of Research since November 2012) works together to implement the mathematical investment process. No one person of the Fund’s investment team is primarily responsible for implementing the investment strategies of the Fund.

 

PURCHASE AND SALE OF FUND SHARES

 

Minimum Investment Requirements*

 

Class A Shares, Class C Shares**, Class S Shares, and Class T Shares
Non-retirement accounts   $ 2,500
Certain tax-deferred accounts or UGMA/UTMA accounts   $ 500
Class I Shares
Institutional investors (investing directly with Janus)   $ 1,000,000
Through an intermediary institution      
• non-retirement accounts   $ 2,500
• certain tax-deferred accounts or UGMA/UTMA accounts   $ 500
Class N Shares
No minimum investment requirements imposed by the Fund     None

*    Exceptions to these minimums may apply for certain tax-deferred, tax-qualified and retirement plans, and accounts held through certain wrap programs.
**   The maximum purchase in Class C Shares is $500,000 for any single purchase.

 

Purchases, exchanges, and redemptions can generally be made only through institutional channels, such as financial intermediaries and retirement platforms. Class I Shares may be purchased directly by certain institutional investors. You should contact your financial intermediary or refer to your plan documents for information on how to invest in the Fund. Requests must be received in good order by the Fund or its agents (financial intermediary or plan sponsor, if applicable) prior to the close of the regular trading session of the New York Stock Exchange in order to receive that day’s net asset value. For additional information, refer to “Purchases,” “Exchanges,” and/or “Redemptions” in the Prospectus.

 

TAX INFORMATION

 

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

 

PAYMENTS TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES

 

If you purchase Class A Shares, Class C Shares, Class S Shares, Class I Shares, or Class T Shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment or to recommend one share class over another. Ask your salesperson or visit your financial intermediary’s website for more information.

 

13 | INTECH International Fund

 

 

  

Fund summary

 

INTECH U.S. Growth Fund

                             
Ticker:   JDRAX   Class A Shares   JCGIX   Class S Shares   JGRNX   Class N Shares    
    JCGCX   Class C Shares   JRMGX   Class I Shares   JDRTX   Class T Shares    

 

INVESTMENT OBJECTIVE

 

INTECH U.S. Growth Fund seeks long-term growth of capital.

 

FEES AND EXPENSES OF THE FUND

 

This table describes the fees and expenses that you may pay if you buy and hold Shares of the Fund. Each share class has different expenses, but represents an investment in the same Fund. For Class A Shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Fund or in other Janus mutual funds. More information about these and other discounts, as well as eligibility requirements for each share class, is available from your financial professional and in the “Purchases” section on page 47 of the Fund’s Prospectus and in the “Purchases” section of the Fund’s Statement of Additional Information.

 

SHAREHOLDER FEES
(fees paid directly from your investment)
            Class A               Class C               Class S               Class I               Class N               Class T  
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)             5.75%               None                None                None                None                None   
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)             None                1.00%               None                None                None                None   
                                                                                                 
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)
            Class A               Class C               Class S               Class I               Class N               Class T  
Management Fees     0.50%               0.50%               0.50%               0.50%               0.50%               0.50%  
Distribution/Service (12b-1) Fees     0.25%               1.00%               0.25%               None                None                None   
Other Expenses(1)     0.20%               0.09%               0.31%               0.11%               0.07%               0.31%  
Total Annual Fund Operating Expenses     0.95%               1.59%               1.06%               0.61%               0.57%               0.81%  

 

(1)  Other Expenses for Class N Shares are based on the estimated annualized expenses that the Shares expect to incur.

 

EXAMPLE:

The Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and reinvest all dividends and distributions. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

                                 
If Shares are redeemed:   1 Year   3 Years   5 Years   10 Years
Class A Shares   $  666     $  860     $  1,070     $  1,674  
Class C Shares   $  262     $  502     $  866     $  1,889  
Class S Shares   $  108     $  337     $  585     $  1,294  
Class I Shares   $  62     $  195     $  340     $  762  
Class N Shares   $  58     $  183     $  318     $  714  
Class T Shares   $  83     $  259     $  450     $  1,002  

 

14 | INTECH U.S. Growth Fund

 

 

                                 
If Shares are not redeemed:   1 Year   3 Years   5 Years   10 Years
Class A Shares   $  666     $  860     $  1,070     $  1,674  
Class C Shares   $  162     $  502     $  866     $  1,889  
Class S Shares   $  108     $  337     $  585     $  1,294  
Class I Shares   $  62     $  195     $  340     $  762  
Class N Shares   $  58     $  183     $  318     $  714  
Class T Shares   $  83     $  259     $  450     $  1,002  

 

Portfolio Turnover: The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 110% of the average value of its portfolio.

 

PRINCIPAL INVESTMENT STRATEGIES

 

The Fund invests, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Growth Index, utilizing INTECH’s mathematical investment process. The Russell 1000® Growth Index is an unmanaged index that measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values.

 

The Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of common stocks within its named benchmark index. The goal of this process is to build a portfolio of stocks in a more efficient combination than the named benchmark index. The process seeks to capitalize on the natural volatility of the market by searching for stocks within the index that have high relative volatility (providing the potential for excess returns) but that essentially move in opposite directions or have low correlation to each other (providing the potential for lower relative risk). By constructing the portfolio in this manner and periodically rebalancing the portfolio to maintain potentially more efficient weightings, INTECH’s mathematical investment process seeks to create a portfolio that, over time, produces returns in excess of its named benchmark index with risks similar to that of the benchmark index. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.

 

The Fund may lend portfolio securities on a short-term or long-term basis, in an amount equal to up to one-third of its total assets as determined at the time of the loan origination.

 

PRINCIPAL INVESTMENT RISKS

 

The biggest risk is that the Fund’s returns will vary, and you could lose money. The Fund is designed for long-term investors seeking an equity portfolio, including common stocks. Common stocks tend to be more volatile than many other investment choices.

 

Growth Securities Risk. Securities of companies perceived to be “growth” companies may be more volatile than other stocks and may involve special risks. If a company’s growth potential is not realized, the securities purchased may not perform as expected, reducing the Fund’s returns. In addition, because different types of stocks tend to shift in and out of favor depending on market and economic conditions, “growth” stocks may perform differently from the market as a whole and other types of securities.

 

Market Risk. The value of the Fund’s portfolio may decrease if the value of an individual company or security, or multiple companies or securities, in the portfolio decreases. Further, regardless of how well individual companies or securities perform, the value of the Fund’s portfolio could also decrease if there are deteriorating economic or market conditions. It is important to understand that the value of your investment may fall, sometimes sharply, in response to changes in the market, and you could lose money.

 

Investment Process Risk. The proprietary mathematical investment process used by INTECH may not achieve the desired results. There is a risk that INTECH’s method of identifying stocks with higher volatility than the named benchmark index or its method of identifying stocks that tend to move in the same or opposite direction relative to each other (correlation) will

 

15 | INTECH U.S. Growth Fund

 

 

 

not result in selecting stocks with continuing volatility or the expected correlation. In INTECH’s history, which spans more than 25 years, INTECH’s mathematical investment process has experienced periods of both underperformance and outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

 

Portfolio Turnover Risk. Increased portfolio turnover may result in higher costs, which may have a negative effect on the Fund’s performance. In addition, higher portfolio turnover may result in the acceleration of capital gains and the recognition of greater levels of short-term capital gains, which are taxed at ordinary federal income tax rates when distributed to shareholders.

 

Securities Lending Risk. The Fund may seek to earn additional income through lending its securities to certain qualified broker-dealers and institutions. There is the risk that when portfolio securities are lent, the securities may not be returned on a timely basis, and the Fund may experience delays and costs in recovering the security or gaining access to the collateral provided to the Fund to collateralize the loan. If the Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund.

 

An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

 

PERFORMANCE INFORMATION

 

The following information provides some indication of the risks of investing in the Fund by showing how the Fund’s performance has varied over time. Class S Shares, Class A Shares, Class C Shares, and Class I Shares of the Fund commenced operations on July 6, 2009, after the reorganization of each corresponding class of shares of Janus Adviser INTECH Risk-Managed Growth Fund (“JAD predecessor fund”) into each respective share class of the Fund. Class T Shares of the Fund commenced operations on July 6, 2009.

 

•  The performance shown for Class S Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class S Shares prior to the reorganization, calculated using the fees and expenses of the JAD predecessor fund’s Class S Shares, net of any applicable fee and expense limitations or waivers.
•  The performance shown for Class A Shares reflects the performance of the JAD predecessor fund’s Class A Shares from September 30, 2004 to July 6, 2009 (prior to the reorganization), calculated using the fees and expenses of Class A Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers. Performance shown for certain periods prior to September 30, 2004 reflects the historical performance of the JAD predecessor fund’s Class S Shares (formerly named Class I Shares), calculated using the fees and expenses of Class S Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers.
•  The performance shown for Class C Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class C Shares prior to the reorganization, calculated using the fees and expenses of the JAD predecessor fund’s Class C Shares, net of any applicable fee and expense limitations or waivers.
•  The performance shown for Class I Shares reflects the performance of the JAD predecessor fund’s Class I Shares from November 28, 2005 to July 6, 2009 (prior to the reorganization), calculated using the fees and expenses of Class I Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers. Performance shown for certain periods prior to November 28, 2005 reflects the historical performance of the JAD predecessor fund’s Class S Shares (formerly named Class I Shares), calculated using the fees and expenses of Class S Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers.
•  The performance shown for Class T Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class S Shares prior to the reorganization, calculated using the fees and expenses of Class S Shares, net of any applicable fee and expense limitations or waivers.

•  The performance shown for Class N Shares reflects the historical performance of the Fund’s Class S Shares, calculated using the fees and expenses of Class S Shares, net of any applicable fee and expense limitations or waivers. If Class N Shares of the Fund had been available during the periods shown, the performance may have been different.

 

16 | INTECH U.S. Growth Fund

 

 

  

If Class A Shares, Class I Shares, and Class T Shares of the Fund had been available during periods prior to July 6, 2009, the performance shown for each respective share class may have been different. The performance shown for periods following the Fund’s commencement of Class S Shares, Class A Shares, Class C Shares, Class I Shares, and Class T Shares reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers.

 

The bar chart depicts the change in performance from year to year during the periods indicated. The bar chart figures do not include any applicable sales charges that an investor may pay when they buy or sell Class A Shares or Class C Shares of the Fund. If sales charges were included, the returns would be lower. The table compares the Fund’s average annual returns for the periods indicated to a broad-based securities market index. The index is not actively managed and is not available for direct investment. All figures assume reinvestment of dividends and distributions. For certain periods, the Fund’s performance reflects the effect of expense waivers. Without the effect of these expense waivers, the performance shown would have been lower.

 

The Fund’s past performance (before and after taxes) does not necessarily indicate how it will perform in the future. Updated performance information is available at janus.com/advisor/mutual-funds or by calling 1-877-335-2687.

                                     
Annual Total Returns for Class S Shares (calendar year-end)
2004   2005   2006   2007   2008   2009   2010   2011   2012   2013
12.34%   6.90%   6.90%   10.30%   −42.71%   32.84%   17.50%   1.73%   15.24%   33.82%
Best Quarter:  Second Quarter 2009  15.04%          Worst Quarter:  Fourth Quarter 2008  −25.11%

 

The Fund’s year-to-date return as of the calendar quarter ended September 30, 2014 was 5.68%.

 

Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       10 Years       Since
Inception
of Predecessor Fund
(1/2/03)
 
Class S Shares                                
Return Before Taxes     33.82%       19.62%       7.10%       8.62%  
Return After Taxes on Distributions     33.72%       19.49%       6.68%       8.17%  
Return After Taxes on Distributions and Sale of Fund Shares     19.22%       16.05%       5.68%       7.00%  
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
Class A Shares                                
Return Before Taxes(1)     26.32%       18.44%       6.69%       8.24%  
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
Class C Shares                                
Return Before Taxes(2)     32.13%       18.86%       6.48%       8.00%  
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                

 

17 | INTECH U.S. Growth Fund

 

 

 

Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       10 Years       Since
Inception
of Predecessor Fund
(1/2/03)
 
Class I Shares                                
Return Before Taxes     34.44%       20.18%       7.10%       8.62%  
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
Class N Shares                                
Return Before Taxes     33.82%       19.62%       7.10%       8.62%  
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                
Class T Shares                                
Return Before Taxes     34.14%       19.62%       7.10%       8.62%  
Russell 1000® Growth Index     33.48%       20.39%       7.83%       9.33%  
(reflects no deduction for expenses, fees, or taxes)                                

 

(1)  Calculated assuming maximum permitted sales loads.
(2)  The one year return is calculated to include the contingent deferred sales charge.

 

After-tax returns are calculated using distributions for the Fund’s Class S Shares for periods following July 6, 2009; and for the JAD predecessor fund’s Class S Shares (formerly named Class I Shares) for periods prior to July 6, 2009. After-tax returns are calculated using the historically highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on your individual tax situation and may differ from those shown in the preceding table. The after-tax return information shown above does not apply to Fund shares held through a tax-deferred account, such as a 401(k) plan or an IRA.

 

After-tax returns are only shown for Class S Shares of the Fund. After-tax returns for the other classes of Shares will vary from those shown for Class S Shares due to varying sales charges (as applicable), fees, and expenses among the classes.

 

18 | INTECH U.S. Growth Fund

 

 

  

MANAGEMENT

 

Investment Adviser: Janus Capital Management LLC

 

Investment Subadviser: INTECH Investment Management LLC

 

Portfolio Management: A team of investment professionals consisting of Adrian Banner, Ph.D. (Chief Executive Officer since November 2012 and Chief Investment Officer since January 2012), Vassilios Papathanakos, Ph.D. (Deputy Chief Investment Officer since November 2012), Joseph W. Runnels, CFA (Vice President of Portfolio Management since March 2003), and Phillip Whitman, Ph.D. (Director of Research since November 2012) works together to implement the mathematical investment process. No one person of the Fund’s investment team is primarily responsible for implementing the investment strategies of the Fund.

 

PURCHASE AND SALE OF FUND SHARES

 

Minimum Investment Requirements*

 

Class A Shares, Class C Shares**, Class S Shares, and Class T Shares
Non-retirement accounts   $ 2,500
Certain tax-deferred accounts or UGMA/UTMA accounts   $ 500
Class I Shares
Institutional investors (investing directly with Janus)   $ 1,000,000
Through an intermediary institution      
• non-retirement accounts   $ 2,500
• certain tax-deferred accounts or UGMA/UTMA accounts   $ 500
Class N Shares
No minimum investment requirements imposed by the Fund     None

*    Exceptions to these minimums may apply for certain tax-deferred, tax-qualified and retirement plans, and accounts held through certain wrap programs.
**   The maximum purchase in Class C Shares is $500,000 for any single purchase.

 

Purchases, exchanges, and redemptions can generally be made only through institutional channels, such as financial intermediaries and retirement platforms. Class I Shares may be purchased directly by certain institutional investors. You should contact your financial intermediary or refer to your plan documents for information on how to invest in the Fund. Requests must be received in good order by the Fund or its agents (financial intermediary or plan sponsor, if applicable) prior to the close of the regular trading session of the New York Stock Exchange in order to receive that day’s net asset value. For additional information, refer to “Purchases,” “Exchanges,” and/or “Redemptions” in the Prospectus.

 

TAX INFORMATION

 

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

 

PAYMENTS TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES

 

If you purchase Class A Shares, Class C Shares, Class S Shares, Class I Shares, or Class T Shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment or to recommend one share class over another. Ask your salesperson or visit your financial intermediary’s website for more information.

 

19 | INTECH U.S. Growth Fund

 

 

  

Fund summary

 

INTECH U.S. Value Fund

                             
Ticker:   JRSAX   Class A Shares   JRSSX   Class S Shares   JRSNX   Class N Shares    
    JRSCX   Class C Shares   JRSIX   Class I Shares   JRSTX   Class T Shares    

 

INVESTMENT OBJECTIVE

 

INTECH U.S. Value Fund seeks long-term growth of capital.

 

FEES AND EXPENSES OF THE FUND

 

This table describes the fees and expenses that you may pay if you buy and hold Shares of the Fund. Each share class has different expenses, but represents an investment in the same Fund. For Class A Shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Fund or in other Janus mutual funds. More information about these and other discounts, as well as eligibility requirements for each share class, is available from your financial professional and in the “Purchases” section on page 47 of the Fund’s Prospectus and in the “Purchases” section of the Fund’s Statement of Additional Information.

 

SHAREHOLDER FEES
(fees paid directly from your investment)
            Class A               Class C               Class S               Class I               Class N               Class T  
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)             5.75%               None                None                None                None                None   
Maximum Deferred Sales Charge (load) (as a percentage of the lower of original purchase price or redemption proceeds)             None                1.00%               None                None                None                None   
                                                                                                 
ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a percentage of the value of your investment)
            Class A               Class C               Class S               Class I               Class N               Class T  
Management Fees     0.50%               0.50%               0.50%               0.50%               0.50%               0.50%  
Distribution/Service (12b-1) Fees     0.25%               1.00%               0.25%               None                None                None   
Other Expenses(1)     0.28%               0.24%               0.48%               0.16%               0.16%               0.40%  
Acquired Fund Fees and Expenses     0.01%               0.01%               0.01%               0.01%               0.01%               0.01%  
Total Annual Fund Operating Expenses     1.04%               1.75%               1.24%               0.67%               0.67%               0.91%  

 

(1)  Other Expenses for Class N Shares are based on the estimated annualized expenses that the Shares expect to incur.

 

EXAMPLE:

The Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and reinvest all dividends and distributions. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

                                 
If Shares are redeemed:   1 Year   3 Years   5 Years   10 Years
Class A Shares   $  675     $  887     $  1,116     $  1,773  
Class C Shares   $  278     $  551     $  949     $  2,062  
Class S Shares   $  126     $  393     $  681     $  1,500  
Class I Shares   $  68     $  214     $  373     $  835  
Class N Shares   $  68     $  214     $  373     $  835  
Class T Shares   $  93     $  290     $  504     $  1,120  

 

20 | INTECH U.S. Value Fund

 

 

                                 
If Shares are not redeemed:   1 Year   3 Years   5 Years   10 Years
Class A Shares   $  675     $  887     $  1,116     $  1,773  
Class C Shares   $  178     $  551     $  949     $  2,062  
Class S Shares   $  126     $  393     $  681     $  1,500  
Class I Shares   $  68     $  214     $  373     $  835  
Class N Shares   $  68     $  214     $  373     $  835  
Class T Shares   $  93     $  290     $  504     $  1,120  

  

Portfolio Turnover: The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 150% of the average value of its portfolio.

 

PRINCIPAL INVESTMENT STRATEGIES

 

The Fund invests, under normal circumstances, at least 80% of its net assets in U.S. common stocks from the universe of the Russell 1000® Value Index, utilizing INTECH’s mathematical investment process. The Russell 1000® Value Index is an unmanaged index that measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values.

 

The Fund pursues its investment objective by applying a mathematical investment process to construct an investment portfolio from the universe of common stocks within its named benchmark index. The goal of this process is to build a portfolio of stocks in a more efficient combination than the named benchmark index. The process seeks to capitalize on the natural volatility of the market by searching for stocks within the index that have high relative volatility (providing the potential for excess returns) but that essentially move in opposite directions or have low correlation to each other (providing the potential for lower relative risk). By constructing the portfolio in this manner and periodically rebalancing the portfolio to maintain potentially more efficient weightings, INTECH’s mathematical investment process seeks to create a portfolio that, over time, produces returns in excess of its named benchmark index with risks similar to that of the benchmark index. The rebalancing techniques used by INTECH may result in a higher portfolio turnover rate compared to a “buy and hold” fund strategy.

 

The Fund may lend portfolio securities on a short-term or long-term basis, in an amount equal to up to one-third of its total assets as determined at the time of the loan origination.

 

PRINCIPAL INVESTMENT RISKS

 

The biggest risk is that the Fund’s returns will vary, and you could lose money. The Fund is designed for long-term investors seeking an equity portfolio, including common stocks. Common stocks tend to be more volatile than many other investment choices.

 

Value Investing Risk. Because different types of stocks tend to shift in and out of favor depending on market and economic conditions, “value” stocks may perform differently than other types of stocks and from the market as a whole, and can continue to be undervalued by the market for long periods of time.

 

Market Risk. The value of the Fund’s portfolio may decrease if the value of an individual company or security, or multiple companies or securities, in the portfolio decreases. Further, regardless of how well individual companies or securities perform, the value of the Fund’s portfolio could also decrease if there are deteriorating economic or market conditions. It is important to understand that the value of your investment may fall, sometimes sharply, in response to changes in the market, and you could lose money.

 

Investment Process Risk. The proprietary mathematical investment process used by INTECH may not achieve the desired results. There is a risk that INTECH’s method of identifying stocks with higher volatility than the named benchmark index or its method of identifying stocks that tend to move in the same or opposite direction relative to each other (correlation) will not result in selecting stocks with continuing volatility or the expected correlation. In INTECH’s history, which spans more than 25 years, INTECH’s mathematical investment process has experienced periods of both underperformance and

 

21 | INTECH U.S. Value Fund

 

 

  

outperformance relative to an identified benchmark index. Even when the proprietary mathematical investment process is working appropriately, INTECH expects that there will be periods of underperformance relative to the benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact the Fund’s performance.

 

Real Estate Securities Risk. The Fund’s performance may be affected by the risks associated with investments in real estate-related companies. The value of real estate-related companies’ securities is sensitive to changes in real estate values and rental income, property taxes, interest rates, tax and regulatory requirements, supply and demand, and the management skill and creditworthiness of the company. Investments in real estate investment trusts (“REITs”) involve the same risks as other real estate investments. In addition, a REIT could fail to qualify for tax-free pass-through of its income under the Internal Revenue Code or fail to maintain its exemption from registration under the Investment Company Act of 1940, as amended, which could produce adverse economic consequences for the REIT and its investors, including the Fund.

 

Portfolio Turnover Risk. Increased portfolio turnover may result in higher costs, which may have a negative effect on the Fund’s performance. In addition, higher portfolio turnover may result in the acceleration of capital gains and the recognition of greater levels of short-term capital gains, which are taxed at ordinary federal income tax rates when distributed to shareholders.

 

Securities Lending Risk. The Fund may seek to earn additional income through lending its securities to certain qualified broker-dealers and institutions. There is the risk that when portfolio securities are lent, the securities may not be returned on a timely basis, and the Fund may experience delays and costs in recovering the security or gaining access to the collateral provided to the Fund to collateralize the loan. If the Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund.

 

An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

 

PERFORMANCE INFORMATION

 

The following information provides some indication of the risks of investing in the Fund by showing how the Fund’s performance has varied over time. Class I Shares, Class A Shares, Class C Shares, and Class S Shares of the Fund commenced operations on July 6, 2009, after the reorganization of each corresponding class of shares of Janus Adviser INTECH Risk-Managed Value Fund (“JAD predecessor fund”) into each respective share class of the Fund. Class T Shares of the Fund commenced operations on July 6, 2009. Class N Shares of the Fund commenced operations on October 28, 2014.

 

•  The performance shown for Class I Shares, Class A Shares, Class C Shares, and Class S Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class I Shares, Class A Shares, Class C Shares, and Class S Shares prior to the reorganization, calculated using the fees and expenses of each respective share class of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers.
•  The performance shown for Class T Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class I Shares prior to the reorganization, calculated using the fees and expenses of Class T Shares, without the effect of any fee and expense limitations or waivers. If Class T Shares of the Fund had been available during periods prior to July 6, 2009, the performance shown may have been different.

•  The performance shown for Class N Shares reflects the performance of the Fund’s Class I Shares from July 6, 2009 to December 31, 2013, calculated using the fees and expenses of Class I Shares, net of any applicable fee and expense limitations or waivers. The performance shown for Class N Shares for periods prior to July 6, 2009, reflects the historical performance of the JAD predecessor fund’s Class I Shares prior to the reorganization, calculated using the fees and expenses of Class I Shares of the JAD predecessor fund, net of any applicable fee and expense limitations or waivers. If Class N Shares of the Fund had been available during periods prior to December 31, 2013, the performance shown may have been different.

 

The performance shown for periods following the Fund’s commencement of Class I Shares, Class A Shares, Class C Shares, Class S Shares, and Class T Shares reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers.

 

22 | INTECH U.S. Value Fund

 

 

  

The bar chart depicts the change in performance from year to year during the periods indicated. The bar chart figures do not include any applicable sales charges that an investor may pay when they buy or sell Class A Shares or Class C Shares of the Fund. If sales charges were included, the returns would be lower. The table compares the Fund’s average annual returns for the periods indicated to a broad-based securities market index. The index is not actively managed and is not available for direct investment. All figures assume reinvestment of dividends and distributions. For certain periods, the Fund’s performance reflects the effect of expense waivers. Without the effect of these expense waivers, the performance shown would have been lower.

 

The Fund’s past performance (before and after taxes) does not necessarily indicate how it will perform in the future. Updated performance information is available at janus.com/advisor/mutual-funds or by calling 1-877-335-2687.

                                     
Annual Total Returns for Class I Shares (calendar year-end)
        2006   2007   2008   2009   2010   2011   2012   2013
        17.72%   1.47%   −34.79%   17.99%   15.41%   2.28%   15.64%   35.85%
Best Quarter:  Third Quarter 2009  17.79%          Worst Quarter:  Fourth Quarter 2008  −21.39%

 

The Fund’s year-to-date return as of the calendar quarter ended September 30, 2014 was 4.70%.

 

Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       Since
Inception
of Predecessor Fund
(12/30/05)
 
Class I Shares                        
Return Before Taxes     35.85%       16.95%       6.89%  
Return After Taxes on Distributions     29.90%       15.66%       5.93%  
Return After Taxes on Distributions and Sale of Fund Shares     23.38%       13.58%       5.36%  
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
Class A Shares                        
Return Before Taxes(1)     27.59%       15.27%       5.83%  
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
Class C Shares                        
Return Before Taxes(2)     33.40%       15.79%       5.83%  
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
Class S Shares                        
Return Before Taxes     35.57%       16.47%       6.43%  
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        

 

23 | INTECH U.S. Value Fund

 

 

 

Average Annual Total Returns (periods ended 12/31/13)
      1 Year       5 Years       Since
Inception
of Predecessor Fund
(12/30/05)
 
Class N Shares                        
Return Before Taxes     35.85%       16.95%       6.89%  
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        
Class T Shares                        
Return Before Taxes     35.49%       16.64%       6.50%  
Russell 1000® Value Index     32.53%       16.67%       6.58%  
(reflects no deduction for expenses, fees, or taxes)                        

 

(1)  Calculated assuming maximum permitted sales loads.
(2)  The one year return is calculated to include the contingent deferred sales charge.

 

After-tax returns are calculated using distributions for the Fund’s Class I Shares for periods following July 6, 2009; and for the JAD predecessor fund’s Class I Shares for periods prior to July 6, 2009. After-tax returns are calculated using the historically highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on your individual tax situation and may differ from those shown in the preceding table. The after-tax return information shown above does not apply to Fund shares held through a tax-deferred account, such as a 401(k) plan or an IRA.

 

After-tax returns are only shown for Class I Shares of the Fund. After-tax returns for the other classes of Shares will vary from those shown for Class I Shares due to varying sales charges (as applicable), fees, and expenses among the classes.

 

MANAGEMENT

 

Investment Adviser: Janus Capital Management LLC

 

Investment Subadviser: INTECH Investment Management LLC

 

Portfolio Management: A team of investment professionals consisting of Adrian Banner, Ph.D. (Chief Executive Officer since November 2012 and Chief Investment Officer since January 2012), Vassilios Papathanakos, Ph.D. (Deputy Chief Investment Officer since November 2012), Joseph W. Runnels, CFA (Vice President of Portfolio Management since March 2003), and Phillip Whitman, Ph.D. (Director of Research since November 2012) works together to implement the mathematical investment process. No one person of the Fund’s investment team is primarily responsible for implementing the investment strategies of the Fund.

 

PURCHASE AND SALE OF FUND SHARES

 

Minimum Investment Requirements*

 

Class A Shares, Class C Shares**, Class S Shares, and Class T Shares
Non-retirement accounts   $ 2,500
Certain tax-deferred accounts or UGMA/UTMA accounts   $ 500
Class I Shares
Institutional investors (investing directly with Janus)   $ 1,000,000
Through an intermediary institution      
• non-retirement accounts   $ 2,500
• certain tax-deferred accounts or UGMA/UTMA accounts   $ 500
Class N Shares
No minimum investment requirements imposed by the Fund     None

*    Exceptions to these minimums may apply for certain tax-deferred, tax-qualified and retirement plans, and accounts held through certain wrap programs.
**   The maximum purchase in Class C Shares is $500,000 for any single purchase.

 

24 | INTECH U.S. Value Fund

 

 

 

Purchases, exchanges, and redemptions can generally be made only through institutional channels, such as financial intermediaries and retirement platforms. Class I Shares may be purchased directly by certain institutional investors. You should contact your financial intermediary or refer to your plan documents for information on how to invest in the Fund. Requests must be received in good order by the Fund or its agents (financial intermediary or plan sponsor, if applicable) prior to the close of the regular trading session of the New York Stock Exchange in order to receive that day’s net asset value. For additional information, refer to “Purchases,” “Exchanges,” and/or “Redemptions” in the Prospectus.

 

TAX INFORMATION

 

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

 

PAYMENTS TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES

 

If you purchase Class A Shares, Class C Shares, Class S Shares, Class I Shares, or Class T Shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment or to recommend one share class over another. Ask your salesperson or visit your financial intermediary’s website for more information.

 

25 | INTECH U.S. Value Fund

 

 

  

Additional information about the Funds

 

FEES AND EXPENSES

 

Please refer to the following important information when reviewing the “Fees and Expenses of the Fund” table in each Fund Summary of the Prospectus. The fees and expenses shown were determined based on net assets as of the fiscal year ended June 30, 2014.

 

•  “Shareholder Fees” are fees paid directly from your investment and may include sales loads.
   
•  “Annual Fund Operating Expenses” are paid out of a Fund’s assets and include fees for portfolio management and administrative services, including recordkeeping, subaccounting, and other shareholder services. You do not pay these fees directly but, as the Example in each Fund Summary shows, these costs are borne indirectly by all shareholders.
   
•  The “Management Fee” is the investment advisory fee rate paid by each Fund to Janus Capital. Refer to “Management Expenses” in this Prospectus for additional information with further description in the Statement of Additional Information (“SAI”).
   
•  “Distribution/Service (12b-1) Fees.” Because 12b-1 fees are charged as an ongoing fee, over time the fee will increase the cost of your investment and may cost you more than paying other types of sales charges. Distribution/Service (12b-1) Fees include a shareholder servicing fee of up to 0.25% for Class C Shares.
   
•  A contingent deferred sales charge of up to 1.00% may be imposed on certain redemptions of Class A Shares bought without an initial sales charge and then redeemed within 12 months of purchase. The contingent deferred sales charge is not reflected in the Example in each Fund Summary.
   
•  A contingent deferred sales charge of 1.00% generally applies on Class C Shares redeemed within 12 months of purchase. The contingent deferred sales charge may be waived for certain investors, as described in the Shareholder’s Guide.
   
•  “Other Expenses”

 

   ○  for Class A Shares, Class C Shares, and Class I Shares, may include administrative fees charged by intermediaries for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided on behalf of shareholders of the Funds.
   ○  for Class S Shares and Class T Shares, include an administrative services fee of 0.25% of the average daily net assets of each class to compensate Janus Services LLC (“Janus Services”), the Funds’ transfer agent, for providing, or arranging for the provision by intermediaries of, administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided on behalf of retirement plan participants, pension plan participants, or other underlying investors investing through institutional channels.
   ○  for all classes, may include reimbursement to Janus Capital of its out-of-pocket costs for services as administrator and to Janus Services of its out-of-pocket costs for serving as transfer agent and providing, or arranging by others the provision of, servicing to shareholders.

 

•  “Acquired Fund” refers to any underlying fund (including, but not limited to, exchange-traded funds) in which a fund invests or has invested during the period. Acquired fund fees and expenses are indirect expenses a fund may incur as a result of investing in shares of an underlying fund. To the extent that a Fund invests in Acquired Funds, the Fund’s “Total Annual Fund Operating Expenses” may not correlate to the “ratio of gross expenses to average net assets” presented in the Financial Highlights tables because that ratio includes only the direct operating expenses incurred by the Fund, not the indirect costs of investing in Acquired Funds. If applicable, or unless otherwise indicated in a Fund’s Fees and Expenses table, such amounts are less than 0.01% and are included in the Fund’s “Other Expenses.”
   
•  Janus Capital has contractually agreed to waive and/or reimburse each Fund’s “Total Annual Fund Operating Expenses” to certain limits until at least November 1, 2015. The expense limits are described in the “Management Expenses” section of this Prospectus.
   
•  All expenses in a Fund’s “Fees and Expenses of the Fund” table are shown without the effect of expense offset arrangements. Pursuant to such arrangements, credits realized as a result of uninvested cash balances are used to reduce custodian and transfer agent expenses.

 

26 | Janus Investment Fund

 

 

  

ADDITIONAL INVESTMENT STRATEGIES AND GENERAL PORTFOLIO POLICIES

 

The Funds’ Board of Trustees (“Trustees”) may change each Fund’s investment objective or non-fundamental principal investment strategies without a shareholder vote. A Fund will notify you in writing at least 60 days before making any such change it considers material. If there is a material change to a Fund’s objective or principal investment strategies, you should consider whether the Fund remains an appropriate investment for you. There is no guarantee that a Fund will achieve its investment objective.

 

Unless otherwise stated, the following additional investment strategies and general policies apply to each Fund and provide further information including, but not limited to, the types of securities a Fund may invest in when implementing its investment objective. For some Funds, these strategies and policies may be part of a principal strategy. For other Funds, these strategies and policies may be utilized to a lesser extent. Except for the Funds’ policies with respect to investments in illiquid securities and borrowing, the percentage limitations described in the SAI normally apply only at the time of purchase of a security. So, for example, if a Fund exceeds a limit as a result of market fluctuations or the sale of other securities, it will not be required to dispose of any securities. The “Glossary of Investment Terms” includes descriptions of investment terms used throughout the Prospectus.

 

Cash Position

The Funds normally remain as fully invested as possible and do not seek to lessen the effects of a declining market through hedging or temporary defensive positions. The Funds may use exchange-traded funds, as well as futures, options, and other derivatives, to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs. There is no guarantee that these types of derivative investments will work and their use could cause lower returns or even losses to the Funds. To the extent a Fund invests its uninvested cash through a sweep program (meaning its uninvested cash is pooled with uninvested cash of other funds and invested in certain securities such as repurchase agreements), it is subject to the risks of the account or fund into which it is investing, including liquidity issues that may delay the Fund from accessing its cash.

 

Foreign Securities

To the extent that foreign securities may be included in a Fund’s named benchmark index, INTECH’s mathematical investment process may select foreign securities from within the applicable benchmark index, regardless of where an issuer or company is located. There are no limitations on the countries in which the Funds may invest.

 

Investment Process

INTECH applies a mathematical investment process to construct an investment portfolio for each INTECH Fund. INTECH developed the formulas underlying this mathematical investment process. The mathematical investment process is designed to take advantage of market volatility (variation in stock prices), rather than using fundamental research or market/economic trends to predict the future returns of stocks. The process seeks, over time, to generate a return in excess of each Fund’s named benchmark index over the long term, while controlling the risk relative to the benchmark index. The mathematical investment process involves:

 

•  selecting stocks primarily from stocks within a Fund’s named benchmark index;
•  periodically determining a target weighting of these stocks and rebalancing to the target weighting; and
•  monitoring the total risk and volatility of a Fund’s holdings.

 

INTECH seeks, over time, to outperform each Fund’s named benchmark index through its mathematical investment process. INTECH seeks to identify stocks for each Fund in a manner that does not increase the overall portfolio volatility above that of the named benchmark index. More volatile stocks may tend to reside on the smaller cap end of the named benchmark index. INTECH employs risk controls designed to minimize the risk of significant underperformance relative to the named benchmark index. However, the proprietary mathematical investment process used by INTECH may not achieve the desired results. Each Fund may invest in exchange-traded funds or use futures, options, and other derivatives to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs.

 

Portfolio Turnover

In general, each Fund intends to purchase securities for long-term investment consistent with INTECH’s mathematical investment process. To a limited extent, however, portfolio securities may be held for relatively shorter periods. Short-term transactions may also result from liquidity needs, securities having reached a price objective, changes in the credit standing of an issuer, or by reason of economic or other developments not foreseen at the time of the initial investment. As a result of

 

27 | Janus Investment Fund

 

 

  

INTECH’s mathematical investment process, a Fund may sell one security and simultaneously purchase the same or a comparable security. Portfolio turnover may also be affected by market conditions, changes in the size of a Fund (including due to shareholder purchases and redemptions), and the nature of each Fund’s investments. Portfolio turnover rates are not a factor in making buy and sell decisions.

 

The rebalancing techniques used by a Fund may result in higher portfolio turnover compared to a “buy and hold” fund strategy. INTECH periodically rebalances the stocks in each portfolio to its target weighting versus each Fund’s respective benchmark index, as determined by INTECH’s mathematical investment process.

 

Increased portfolio turnover may result in higher costs for brokerage commissions, dealer mark-ups, and other transaction costs, and may also result in taxable capital gains. Higher costs associated with increased portfolio turnover also may have a negative effect on a Fund’s performance. The “Financial Highlights” section of this Prospectus shows the Funds’ historical turnover rates.

 

Real Estate-Related Securities

To the extent that real estate-related securities may be included in a Fund’s named benchmark index, INTECH’s mathematical investment process may select equity and debt securities of real estate-related companies. Such companies may include those in the real estate industry or real estate-related industries. These securities may include common stocks, preferred stocks, and other equity securities, including, but not limited to, mortgage-backed securities, real estate-backed securities, securities of real estate investment trusts (“REITs”) and similar REIT-like entities. A REIT is a trust that invests in real estate-related projects, such as properties, mortgage loans, and construction loans. REITs are generally categorized as equity, mortgage, or hybrid REITs. A REIT may be listed on an exchange or traded over-the-counter.

 

Securities Lending

A Fund may seek to earn additional income through lending its securities to certain qualified broker-dealers and institutions on a short-term or long-term basis. Each Fund may lend portfolio securities on a short-term or long-term basis, in an amount equal to up to one-third of its total assets as determined at the time of the loan origination. When a Fund lends its securities, it receives collateral (including cash collateral), at least equal to the value of securities loaned. The Fund may earn income by investing this collateral in one or more affiliated or non-affiliated cash management vehicles. It is also possible that, due to a decline in the value of a cash management vehicle in which collateral is invested, the Fund may lose money. There is also the risk that when portfolio securities are lent, the securities may not be returned on a timely basis, and the Fund may experience delays and costs in recovering the security or gaining access to the collateral provided to the Fund to collateralize the loan. If the Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund. Janus Capital intends to manage the cash collateral in an affiliated cash management vehicle and will receive an investment advisory fee for managing such assets.

 

Other Types of Investments

Unless otherwise stated within its specific investment policies, each Fund may also invest in other types of domestic and foreign securities and use other investment strategies, as described in the “Glossary of Investment Terms.” These securities and strategies are not intended to be principal investment strategies of the Funds. If successful, they may benefit the Funds by earning a return on the Funds’ assets or reducing risk; however, they may not achieve the Funds’ investment objectives. These securities and strategies may include:

 

•  debt securities (such as bonds, notes, and debentures)
   
•  exchange-traded funds
   
•  indexed/structured securities (such as commercial and residential mortgage- and asset-backed securities)
   
•  various derivative transactions including, but not limited to, options, futures, forwards, swap agreements (such as equity, interest rate, inflation index, credit default, and total return), participatory notes, structured notes, and other types of derivatives individually or in combination for hedging purposes or for nonhedging purposes such as seeking to earn income and enhance return, to protect unrealized gains, or to avoid realizing losses; such techniques may also be used to adjust currency exposure relative to a benchmark index, to gain exposure to the market pending investment of cash balances, or to meet liquidity needs
   
•  securities purchased on a when-issued, delayed delivery, or forward commitment basis

 

28 | Janus Investment Fund

 

 

 

RISKS OF THE FUNDS

 

The value of your investment will vary over time, sometimes significantly, and you may lose money by investing in the Funds. Because the Funds may invest substantially all of their assets in common stocks, the main risk is the risk that the value of the stocks they hold might decrease in response to the activities of an individual company or in response to general market and/or economic conditions. The following information is intended to help you better understand some of the risks of investing in the Funds. The impact of the following risks on a Fund may vary depending on the Fund’s investments. The greater the Fund’s investment in a particular security, the greater the Fund’s exposure to the risks associated with that security. Before investing in a Fund, you should consider carefully the risks that you assume when investing in the Fund.

 

Counterparty Risk. Fund transactions involving a counterparty are subject to the risk that the counterparty or a third party will not fulfill its obligation to a Fund (“counterparty risk”). Counterparty risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy, or insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s inability to fulfill its obligation may result in significant financial loss to a Fund. A Fund may be unable to recover its investment from the counterparty or may obtain a limited recovery, and/or recovery may be delayed. A Fund may be exposed to counterparty risk to the extent it participates in lending its securities to third parties and/or cash sweep arrangements whereby the Fund’s cash balance is invested in one or more types of cash management vehicles. In addition, a Fund may be exposed to counterparty risk through its investments in certain securities, including, but not limited to, repurchase agreements, debt securities, and derivatives (including various types of swaps, futures, and options). Each Fund intends to enter into financial transactions with counterparties that Janus Capital believes to be creditworthy at the time of the transaction. There is always the risk that Janus Capital’s analysis of a counterparty’s creditworthiness is incorrect or may change due to market conditions. To the extent that a Fund focuses its transactions with a limited number of counterparties, it will have greater exposure to the risks associated with one or more counterparties.

 

Derivatives Risk. Derivatives can be highly volatile and involve risks in addition to the risks of the underlying referenced securities. Gains or losses from a derivative investment can be substantially greater than the derivative’s original cost, and can therefore involve leverage. Leverage may cause a Fund to be more volatile than if it had not used leverage. Derivatives can be complex instruments and may involve analysis that differs from that required for other investment types used by a Fund. If the value of a derivative does not correlate well with the particular market or other asset class to which the derivative is intended to provide exposure, the derivative may not produce the anticipated result. Derivatives can also reduce the opportunity for gain or result in losses by offsetting positive returns in other investments. Derivatives can be less liquid than other types of investments and entail the risk that the counterparty will default on its payment obligations. If the counterparty to a derivative transaction defaults, a Fund would risk the loss of the net amount of the payments that it contractually is entitled to receive. To the extent a Fund enters into short derivative positions, a Fund may be exposed to risks similar to those associated with short sales, including the risk that a Fund’s losses are theoretically unlimited.

 

Eurozone Risk. A number of countries in the European Union (“EU”) have experienced severe economic and financial difficulties. As a result, financial markets in the EU have been subject to increased volatility and declines in asset values and liquidity. Responses to these financial problems by European governments, central banks, and others, including austerity measures and reforms, may not work, may result in social unrest, and may limit future growth and economic recovery or have other unintended consequences. Further defaults or restructurings by governments and others of their debt could have additional adverse effects on economies, financial markets, and asset valuations around the world. In addition, one or more countries may abandon the euro and/or withdraw from the EU. The impact of these actions, especially if they occur in a disorderly fashion, is not clear but could be significant and far-reaching. To the extent that a Fund has exposure to European markets or to transactions tied to the value of the euro, these events could negatively affect the value and liquidity of the Fund’s investments. All of these developments may continue to significantly affect the economies of all EU countries, which in turn may have a material adverse effect on a Fund’s investments in such countries, other countries that depend on EU countries for significant amounts of trade or investment, or issuers with exposure to debt issued by certain EU countries.

 

Foreign Exposure Risks. INTECH Global Dividend Fund and INTECH International Fund will invest in foreign securities either indirectly (e.g., depositary receipts, depositary shares, and passive foreign investment companies) or directly in foreign markets, which may include emerging markets. As previously noted, to the extent that foreign securities may be included in the other INTECH Funds’ respective named benchmark indices, INTECH’s mathematical investment process may select foreign debt and equity securities. Investments in foreign securities, including securities of foreign and emerging markets

 

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governments, may involve greater risks than investing in domestic securities because a Fund’s performance may depend on factors other than the performance of a particular company. These factors include:

 

Currency Risk. As long as a Fund holds a foreign security, its value will be affected by the value of the local currency relative to the U.S. dollar. When a Fund sells a foreign currency denominated security, its value may be worth less in U.S. dollars even if the security increases in value in its home country. U.S. dollar-denominated securities of foreign issuers may also be affected by currency risk, as the value of these securities may also be affected by changes in the issuer’s local currency.

 

Political and Economic Risk. Foreign investments may be subject to heightened political and economic risks, particularly in emerging markets which may have relatively unstable governments, immature economic structures, national policies restricting investments by foreigners, social instability, and different and/or developing legal systems. In some countries, there is the risk that the government may take over the assets or operations of a company or that the government may impose withholding and other taxes or limits on the removal of a Fund’s assets from that country. In addition, the economies of emerging markets may be predominantly based on only a few industries, may be highly vulnerable to changes in local or global trade conditions, and may suffer from extreme and volatile debt burdens or inflation rates.

 

Regulatory Risk. There may be less government supervision of foreign markets. As a result, foreign issuers may not be subject to the uniform accounting, auditing, and financial reporting standards and practices applicable to domestic issuers, and there may be less publicly available information about foreign issuers.

 

Foreign Market Risk. Foreign securities markets, particularly those of emerging market countries, may be less liquid and more volatile than domestic markets. These securities markets may trade a small number of securities, may have a limited number of issuers and a high proportion of shares, or may be held by a relatively small number of persons or institutions. Local securities markets may be unable to respond effectively to increases in trading volume, potentially making prompt liquidation of substantial holdings difficult or impossible at times. It is also possible that certain markets may require payment for securities before delivery, and delays may be encountered in settling securities transactions. In some foreign markets, there may not be protection against failure by other parties to complete transactions. It may not be possible for a Fund to repatriate capital, dividends, interest, and other income from a particular country or governmental entity. In addition, securities of issuers located in or economically tied to countries with emerging markets may have limited marketability and may be subject to more abrupt or erratic price movements which could also have a negative effect on a Fund. Such factors may hinder a Fund’s ability to buy and sell emerging market securities in a timely manner, affecting the Fund’s investment strategies and potentially affecting the value of the Fund.

 

Geographic Investment Risk. To the extent that a Fund invests a significant portion of its assets in a particular country or geographic region, the Fund will generally have more exposure to certain risks due to possible political, economic, social, or regulatory events in that country or region. Adverse developments in certain regions could also adversely affect securities of other countries whose economies appear to be unrelated and could have a negative impact on a Fund’s performance.

 

Transaction Costs. Costs of buying, selling, and holding foreign securities, including brokerage, tax, and custody costs, may be higher than those involved in domestic transactions.

 

Industry Risk. Industry risk is the possibility that a group of related securities will decline in price due to industry-specific developments. Companies in the same or similar industries may share common characteristics and are more likely to react similarly to industry-specific market or economic developments. Each Fund’s investments, if any, in multiple companies in a particular industry increase that Fund’s exposure to industry risk.

 

Investment Process Risk. The proprietary mathematical investment process used by INTECH may not achieve the desired results. Additionally, the rebalancing techniques used by INTECH may result in a higher portfolio turnover rate and related expenses compared to a “buy and hold” fund strategy. There is a risk that INTECH’s method of identifying stocks with higher volatility than the named benchmark index or its method of identifying stocks that tend to move in the same or opposite direction relative to each other (correlation) will not result in selecting stocks with continuing volatility or the expected correlation. In either case, a Fund may not outperform the named benchmark index, and likely will underperform its named benchmark index. Since INTECH’s mathematical investment process seeks stocks that have higher volatility relative to the named benchmark index, a Fund may tend to invest in the smaller capitalization members of the named benchmark index, or other stocks, that typically exhibit greater volatility. Consequently, in conditions where market capital is temporarily concentrated in the larger stocks contained in the named benchmark index, and fewer stocks are driving benchmark index

 

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returns, the performance of a Fund may be negatively affected relative to the named benchmark index. On an occasional basis, INTECH makes changes to its mathematical investment process that do not require shareholder notice. These changes may result in changes to the portfolio, might not provide the intended results, and may adversely impact a Fund’s performance. In addition, others may attempt to utilize public information related to INTECH’s investment strategy in a way that may affect performance.

 

To minimize the risk of significant underperformance relative to the named benchmark index, INTECH has designed certain risk controls. The Funds normally remain as fully invested as possible and do not seek to lessen the effects of a declining market through hedging or temporary defensive positions. However, they may invest in exchange-traded funds or use futures, options, and other derivatives to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs. There is no guarantee that these types of investments will work and their use could cause lower returns or even losses to the Funds.

 

Market Risk. The value of a Fund’s portfolio may decrease if the value of an individual company or security, or multiple companies or securities, in the portfolio decreases. Further, regardless of how well individual companies or securities perform, the value of a Fund’s portfolio could also decrease if there are deteriorating economic or market conditions, including, but not limited to, a general decline in prices on the stock markets, a general decline in real estate markets, a decline in commodities prices, or if the market favors different types of securities than the types of securities in which the Fund invests. If the value of the Fund’s portfolio decreases, the Fund’s net asset value will also decrease, which means if you sell your shares in the Fund you may lose money.

 

The financial crisis that began in 2008 caused a significant decline in the value and liquidity of many securities of issuers worldwide in the equity and fixed-income/credit markets. In response to the crisis, the United States and certain foreign governments, along with the U.S. Federal Reserve and certain foreign central banks took steps to support the financial markets. The withdrawal of this support, a failure of measures put in place to respond to the crisis, or investor perception that such efforts were not sufficient each could negatively affect financial markets generally, and the value and liquidity of specific securities. In addition, policy and legislative changes in the United States and in other countries continue to impact many aspects of financial regulation. The effect of these changes on the markets, and the practical implications for market participants, including a Fund, may not be fully known for some time. As a result, it may also be unusually difficult to identify both investment risks and opportunities, which could limit or preclude the Fund’s ability to achieve its investment objective. Therefore, it is important to understand that the value of your investment may fall, sometimes sharply, and you could lose money.

 

The enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) in July 2010 provided for widespread regulation of financial institutions, consumer financial products and services, broker-dealers, over-the-counter derivatives, investment advisers, credit rating agencies, and mortgage lending, which expands federal oversight in the financial sector, including the investment management industry. Many provisions of the Dodd-Frank Act remain pending and will be implemented through future rulemaking. Therefore, the ultimate impact of the Dodd-Frank Act and the regulations under the Dodd-Frank Act on the Funds and the investment management industry as a whole, is not yet certain.

 

Real Estate Securities Risk. To the extent it holds equity and/or debt securities of real estate-related companies, a Fund may be affected by the risks associated with real estate investments. The value of securities of companies in real estate and real estate-related industries, including securities of REITs, is sensitive to decreases in real estate values and rental income, property taxes, interest rates, tax and regulatory requirements, overbuilding/supply and demand, increased competition, local and general economic conditions, increases in operating costs, environmental liabilities, management skill in running a REIT, and the creditworthiness of the REIT. In addition, mortgage REITs and mortgage-backed securities are subject to prepayment risk. Mortgage-backed securities comprised of subprime mortgages and investments in other real estate-backed securities comprised of under-performing real estate assets also may be subject to a higher degree of credit risk, valuation risk, and liquidity risk. If a Fund has REIT investments, the Fund’s shareholders will indirectly bear their proportionate share of the REIT’s expenses, in addition to their proportionate share of the Fund’s expenses.

 

REIT Risk. To the extent that a Fund holds REITs, it may be subject to the additional risks associated with REIT investments. The ability to trade REITs in the secondary market can be more limited compared to other equity investments, and certain REITs have relatively small market capitalizations, which can increase the volatility of the market price for their securities. REITs are also subject to heavy cash flow dependency to allow them to make distributions to their shareholders. The prices of equity REITs are affected by changes in the value of the underlying property owned by the REITs and changes in capital

 

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markets and interest rates. The prices of mortgage REITs are affected by the quality of any credit they extend, the creditworthiness of the mortgages they hold, as well as by the value of the property that secures the mortgages. Equity REITs and mortgage REITs generally are not diversified and are subject to heavy cash flow dependency, defaults by borrowers, and self-liquidation. There is also the risk that borrowers under mortgages held by a REIT or lessees of a property that a REIT owns may be unable to meet their obligations to the REIT. In the event of a default by a borrower or lessee, the REIT may incur substantial costs associated with protecting its investments. Certain “special purpose” REITs in which a Fund may invest focus their assets in specific real property sectors, such as hotels, shopping malls, nursing homes, or warehouses, and are therefore subject to the specific risks associated with adverse developments in these sectors.

 

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Management of the Funds

 

 

INVESTMENT ADVISER

 

Janus Capital Management LLC, 151 Detroit Street, Denver, Colorado 80206-4805, is the investment adviser to each Fund. INTECH is responsible for the day-to-day management of the INTECH Funds’ investment portfolios subject to the general oversight of Janus Capital. Janus Capital also provides certain administration and other services and is responsible for other business affairs of each Fund.

 

Janus Capital (together with its predecessors) has served as investment adviser to Janus mutual funds since 1970 and currently serves as investment adviser to all of the Janus funds, acts as subadviser for a number of private-label mutual funds, and provides separate account advisory services for institutional accounts and other unregistered products.

 

The Trust and Janus Capital have received an exemptive order from the Securities and Exchange Commission that permits Janus Capital, subject to the approval of the Trustees, to appoint or replace certain subadvisers to manage all or a portion of a Fund’s assets and enter into, amend, or terminate a subadvisory agreement with certain subadvisers without obtaining shareholder approval (a “manager-of-managers structure”). Implementation of a manager-of-managers structure, however, would need to be approved by a Fund’s shareholders. The manager-of-managers structure applies to subadvisers that are not affiliated with the Trust or Janus Capital (“non-affiliated subadvisers”), as well as any subadviser that is an indirect or direct “wholly-owned subsidiary” (as such term is defined by the Investment Company Act of 1940, as amended) of Janus Capital or of another company that, indirectly or directly, wholly owns Janus Capital (collectively, “wholly-owned subadvisers”).

 

Pursuant to the order, Janus Capital, with the approval of the Trustees, has the discretion to terminate any subadviser and allocate and reallocate a Fund’s assets among Janus Capital and any other non-affiliated subadvisers or wholly-owned subadvisers (including terminating a non-affiliated subadviser and replacing it with a wholly-owned subadviser). Janus Capital, subject to oversight and supervision by the Trustees, has responsibility to oversee any subadviser to a Fund and to recommend for approval by the Trustees, the hiring, termination, and replacement of subadvisers for the Funds. The order also permits a Fund to disclose subadvisers’ fees only in the aggregate in the SAI. In the event that Janus Capital hires a new subadviser pursuant to the manager-of-managers structure, the affected Fund(s) would provide shareholders with information about the new subadviser and subadvisory agreement within 90 days.

 

Janus Capital furnishes certain administration, compliance, and accounting services for the Funds and is reimbursed by the Funds for certain of its costs in providing those services (to the extent Janus Capital seeks reimbursement and such costs are not otherwise waived). In addition, employees of Janus Capital and/or its affiliates may serve as officers of the Trust. Janus Capital provides office space for the Funds. Some expenses related to compensation payable to the Janus funds’ Chief Compliance Officer and compliance staff are shared with the Janus funds. The Funds also pay for salaries, fees, and expenses of certain Janus Capital employees and Fund officers, with respect to certain specified administration functions they perform on behalf of the Janus funds. The Janus funds pay these costs based on out-of-pocket expenses incurred by Janus Capital, and these costs are separate and apart from advisory fees and other expenses paid in connection with the investment advisory services Janus Capital provides to the Funds.

 

MANAGEMENT EXPENSES

 

Each Fund pays Janus Capital an investment advisory fee and incurs expenses, including the distribution and shareholder servicing fees (12b-1 fee), administrative services fees payable pursuant to the Transfer Agency Agreement, any other transfer agent and custodian fees and expenses, legal and auditing fees, printing and mailing costs of sending reports and other information to existing shareholders, and Independent Trustees’ fees and expenses. Each Fund’s investment advisory fee is calculated daily and paid monthly. Each Fund’s advisory agreement details the investment advisory fee and other expenses that each Fund must pay. Janus Capital pays INTECH a subadvisory fee from its investment advisory fee for managing the Funds.

 

The following table reflects each Fund’s contractual investment advisory fee rate (expressed as an annual rate), as well as the actual investment advisory fee rate paid by each Fund to Janus Capital (gross and net of fee waivers). The investment advisory fee rate is aggregated to include all investment advisory fees paid by a Fund. The rate shown is a fixed rate based on each Fund’s average daily net assets.

 

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            Actual Investment
        Contractual   Advisory Fee
    Average Daily   Investment   Rate(1) (%) (for
    Net Assets   Advisory Fee (%)   the fiscal year ended
Fund Name   of the Fund   (annual rate)   June 30, 2014)
INTECH Global Dividend Fund   All Asset Levels     0.55           0.00(2)
INTECH International Fund   All Asset Levels     0.55       0.55  
INTECH U.S. Growth Fund   All Asset Levels     0.50       0.50  
INTECH U.S. Value Fund   All Asset Levels     0.50       0.50  

 

(1)Janus Capital has agreed to waive its investment advisory fee and/or reimburse Fund expenses to the extent that each Fund’s total annual fund operating expenses (excluding the distribution and shareholder servicing fees, administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes, acquired fund fees and expenses, and extraordinary expenses) exceed certain levels until at least November 1, 2015. Application of the expense waivers and their effect on annual fund operating expenses is reflected, when applicable, in the “Fees and Expenses of the Fund” table in each Fund Summary of the Prospectus, and additional information is included under “Expense Limitations” below. The waivers are not reflected in the contractual fee rates shown.

 

(2)For the fiscal year ended June 30, 2014, the Fund did not pay Janus Capital any investment advisory fees (net of fee waivers) because the Fund’s fee waiver exceeded the investment advisory fee.

 

A discussion regarding the basis for the Trustees’ approval of the Funds’ investment advisory agreements and subadvisory agreements is included in the Funds’ annual or semiannual report to shareholders. You can request the Funds’ annual or semiannual reports (as they become available), free of charge, by contacting your plan sponsor, broker-dealer, or financial intermediary, or by contacting a Janus representative at 1-877-335-2687. The reports are also available, free of charge, at janus.com/info.

 

Expense Limitations

Janus Capital has contractually agreed to waive the advisory fee payable by each Fund or reimburse expenses in an amount equal to the amount, if any, that the Fund’s normal operating expenses in any fiscal year, including the investment advisory fee, but excluding the distribution and shareholder servicing fees (applicable to Class A Shares, Class C Shares, and Class S Shares), administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes, acquired fund fees and expenses, and extraordinary expenses, exceed the annual rate shown below. For information about how the expense limit affects the total expenses of each Fund, see the “Fees and Expenses of the Fund” table in each Fund Summary of the Prospectus. Janus Capital has agreed to continue each waiver until at least November 1, 2015.

     
Fund Name   Expense Limit Percentage (%)
INTECH Global Dividend Fund(1)   0.50
INTECH International Fund   0.95
INTECH U.S. Growth Fund   0.83
INTECH U.S. Value Fund   0.79

 

(1)For a period beginning with the Fund’s commencement of operations (December 15, 2011) and expiring on the third anniversary of the commencement of operations, Janus Capital may recover from the Fund fees and expenses previously waived or reimbursed, which could then be considered a deferral, if the Fund’s expense ratio, including recovered expenses, falls below the expense limit.

 

SUBADVISER

 

INTECH Investment Management LLC (“INTECH”) serves as subadviser to the Funds. INTECH (together with its predecessors), CityPlace Tower, 525 Okeechobee Boulevard, Suite 1800, West Palm Beach, Florida 33401, also serves as investment adviser or subadviser to other U.S. registered and unregistered investment companies, offshore investment funds, and other institutional accounts and registered investment companies. As subadviser, INTECH provides day-to-day management of the investment operations of the INTECH Funds. Janus Capital owns approximately 97% of INTECH.

 

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INVESTMENT PERSONNEL

 

A team of investment professionals consisting of Adrian Banner, Vassilios Papathanakos, Joseph W. Runnels, and Phillip Whitman works together to implement the mathematical investment process. No one person of the investment team is primarily responsible for implementing the investment strategies of the INTECH Funds.

 

Adrian Banner, Ph.D., has been Chief Executive Officer since November 2012 and Chief Investment Officer since January 2012. Dr. Banner, previously Co-Chief Investment Officer from January 2009 to December 2011, Senior Investment Officer from September 2007 to January 2009, and Director of Research from August 2002 to August 2007, joined INTECH in August 2002. He received his Ph.D. in Mathematics from Princeton University and holds a M.Sc. and a B.Sc. in Mathematics from the University of New South Wales, Australia. Dr. Banner has delivered lectures on the stability of market capitalization at a number of academic and professional conferences. Dr. Banner implements the optimization process and supervises implementation of the portfolio management and trading process. He conducts mathematical research on the investment process and reviews and recommends improvements.

 

Vassilios Papathanakos, Ph.D., has been Deputy Chief Investment Officer since November 2012. Dr. Papathanakos, previously Director of Research from July 2007 to November 2012, joined INTECH in October 2006 as Associate Director of Research. He received his Ph.D. in Physics from Princeton University and holds a B.S. in Physics from the University of Ioannina, Greece. Dr. Papathanakos taught at Princeton University, at the undergraduate and graduate level. Dr. Papathanakos lectured on both theoretical and applied aspects of investing at a number of academic and professional conferences. Dr. Papathanakos implements the optimization process and collaborates in the execution of portfolio management and trading. He conducts mathematical research within the framework of Stochastic Portfolio Theory.

 

Joseph W. Runnels, CFA, has been Vice President of Portfolio Management since March 2003. Mr. Runnels joined INTECH in June 1998. Mr. Runnels holds a B.S. in Business Administration from Murray State University. Mr. Runnels implements the day-to-day portfolio management and trading process for client portfolios. He also handles brokerage relationships and supervises the daily execution of trading for client accounts. Mr. Runnels holds the Chartered Financial Analyst designation.

 

Phillip Whitman, Ph.D., has been Director of Research since November 2012. Dr. Whitman joined INTECH in November 2010 as Associate Director of Research. Prior to joining INTECH, Dr. Whitman was enrolled in the Ph.D. program (mathematics) at Princeton University from 2005 through November 2010, where he also served as a Course Instructor (2008) and Assistant Instructor (2009) for Multivariable Calculus. He received his Ph.D. in Mathematics from Princeton University and holds a B.S. in Mathematics from the University of Texas. Dr. Whitman collaborates on theoretical and applied aspects of the mathematical investment process.

 

Information about the investment personnel’s compensation structure and other accounts managed, as well as the range of their individual ownership of securities of the specific Fund(s) they manage and the aggregate range of their individual ownership in all mutual funds advised by Janus Capital, is included in the SAI.

 

Conflicts of Interest

Janus Capital and INTECH each manage many funds and numerous other accounts, which may include separate accounts and other pooled investment vehicles, such as hedge funds. Side-by-side management of multiple accounts, including the management of a cash collateral pool for securities lending and investing the Janus funds’ cash, may give rise to conflicts of interest among those accounts, and may create potential risks, such as the risk that investment activity in one account may adversely affect another account. For example, short sale activity in an account could adversely affect the market value of long positions in one or more other accounts (and vice versa). Side-by-side management may raise additional potential conflicts of interest relating to the allocation of investment opportunities and the aggregation and allocation of trades. Additionally, Janus Capital is the adviser to the Janus “funds of funds,” which are funds that invest primarily in other mutual funds managed by Janus Capital. Because Janus Capital is the adviser to the Janus “funds of funds” and the Janus funds, it is subject to certain potential conflicts of interest when allocating the assets of a Janus “fund of funds” among such Janus funds. To the extent that a Fund is an underlying fund in a Janus “fund of funds,” a potential conflict of interest arises when allocating the assets of the Janus “fund of funds” to that Fund. Purchases and redemptions of fund shares by a Janus “fund of funds” due to reallocations or rebalancings may result in a fund having to sell securities or invest cash when it otherwise would not do so. Such transactions could accelerate the realization of taxable income if sales of securities resulted in gains and could also increase a fund’s transaction costs. Large redemptions by a Janus “fund of funds” may cause a fund’s expense

 

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ratio to increase due to a resulting smaller asset base. A further discussion of potential conflicts of interest and a discussion of certain procedures intended to mitigate such potential conflicts are contained in the Funds’ SAI.

 

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Other information

 

 

CLOSED FUND POLICIES

 

A Fund may limit sales of its Shares to new investors. If sales of a Fund are limited, it is expected that existing shareholders invested in the Fund would be permitted to continue to purchase Shares through their existing Fund accounts and to reinvest any dividends or capital gains distributions in such accounts, absent highly unusual circumstances. Requests for new accounts into a closed fund would be reviewed by management, taking into consideration eligibility requirements and whether the addition to the fund is believed to negatively impact existing fund shareholders. The closed fund may decline opening new accounts, including eligible new accounts, if it would be in the best interests of the fund and its shareholders. If applicable, additional information regarding general policies and exceptions can be found in the closed funds’ prospectuses and in the “Shares of the Trust” section of the SAI.

 

LIQUIDATION/REORGANIZATION OF A FUND

 

It is important to know that, pursuant to the Trust’s Amended and Restated Agreement and Declaration of Trust, the Trustees have the authority to merge, liquidate, and/or reorganize a Fund into another fund without seeking shareholder vote or consent.

 

DISTRIBUTION OF THE FUNDS

 

The Funds are distributed by Janus Distributors LLC (“Janus Distributors”), which is a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). To obtain information about FINRA member firms and their associated persons, you may contact FINRA at www.finra.org, or 1-800-289-9999.

 

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Distributions and taxes

 

 

DISTRIBUTIONS

 

To avoid taxation of the Funds, the Internal Revenue Code requires each Fund to distribute all or substantially all of its net investment income and any net capital gains realized on its investments at least annually. Distributions are made at the class level, so they may vary from class to class within a single Fund.

 

Distribution Schedule

Dividends from net investment income for INTECH Global Dividend Fund are normally declared and distributed monthly. Dividends from net investment income for each of the other Funds are normally declared and distributed in December. In addition, distributions of net capital gains are normally declared and distributed in December. If necessary, dividends and net capital gains may be distributed at other times as well. The date you receive your distribution may vary depending on how your intermediary processes trades. Please consult your intermediary for details.

 

How Distributions Affect a Fund’s NAV

Distributions are paid to shareholders as of the record date of a distribution of a Fund, regardless of how long the shares have been held. Undistributed dividends and net capital gains are included in each Fund’s daily net asset value (“NAV”). The share price of a Fund drops by the amount of the distribution, net of any subsequent market fluctuations. For example, assume that on December 31, a Fund declared a dividend in the amount of $0.25 per share. If the Fund’s share price was $10.00 on December 30, the Fund’s share price on December 31 would be $9.75, barring market fluctuations. You should be aware that distributions from a taxable mutual fund do not increase the value of your investment and may create income tax obligations.

 

“Buying a Dividend”

If you purchase shares of a Fund just before a distribution, you will pay the full price for the shares and receive a portion of the purchase price back as a taxable distribution. This is referred to as “buying a dividend.” In the above example, if you bought shares on December 30, you would have paid $10.00 per share. On December 31, the Fund would pay you $0.25 per share as a dividend and your shares would now be worth $9.75 per share. Unless your account is set up as a tax-deferred account, dividends paid to you would be included in your gross income for tax purposes, even though you may not have participated in the increase in NAV of the Fund, whether or not you reinvested the dividends. You should consult with your financial intermediary or tax adviser as to potential tax consequences of any distributions that may be paid shortly after purchase.

 

For your convenience, distributions of net investment income and net capital gains are automatically reinvested in additional Shares of the Fund without any sales charge. To receive distributions in cash, contact your financial intermediary, or a Janus representative (1-800-333-1181) if you hold Class I Shares directly with Janus. Whether reinvested or paid in cash, the distributions may be subject to taxes, unless your shares are held in a qualified tax-deferred plan or account.

 

TAXES

 

As with any investment, you should consider the tax consequences of investing in the Funds. The following is a general discussion of certain federal income tax consequences of investing in the Funds. The discussion does not apply to qualified tax-deferred accounts or other non-taxable entities, nor is it a complete analysis of the federal income tax implications of investing in the Funds. You should consult your tax adviser regarding the effect that an investment in a Fund may have on your particular tax situation, including the federal, state, local, and foreign tax consequences of your investment.

 

Taxes on Distributions

Distributions by the Funds are subject to federal income tax, regardless of whether the distribution is made in cash or reinvested in additional shares of a Fund. Distributions from net investment income (which includes dividends, interest, and realized net short-term capital gains), other than qualified dividend income, are taxable to shareholders as ordinary income. Distributions of qualified dividend income are taxed to individuals and other noncorporate shareholders at long-term capital gain rates, provided certain holding period and other requirements are satisfied. Distributions of net capital gain (i.e., the excess of net long-term capital gain over net short-term capital loss) are taxable as long-term capital gain, regardless of how long a shareholder has held Fund shares. In certain states, a portion of the distributions (depending on the sources of a Fund’s income) may be exempt from state and local taxes. Individuals, trusts, and estates whose income exceeds certain threshold amounts are subject to a 3.8% Medicare contribution tax on net investment income in tax years beginning on or after January 1, 2013. Net investment income includes dividends paid by a Fund and capital gains from any sale or exchange

 

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of Fund shares. A Fund’s net investment income and capital gains are distributed to (and may be taxable to) those persons who are shareholders of the Fund at the record date of such payments. Although a Fund’s total net income and net realized gain are the results of its operations, the per share amount distributed or taxable to shareholders is affected by the number of Fund shares outstanding at the record date. Distributions declared to shareholders of record in October, November, or December and paid on or before January 31 of the succeeding year will be treated for federal income tax purposes as if received by shareholders on December 31 of the year in which the distribution was declared. Generally, account tax information will be made available to shareholders on or before February 15 of each year. Information regarding distributions may also be reported to the Internal Revenue Service.

 

Distributions made by a Fund with respect to Shares purchased through a qualified retirement plan will generally be exempt from current taxation if left to accumulate within the qualified plan. Generally, withdrawals from qualified plans may be subject to federal income tax at ordinary income rates and, if made before age 591/2, a 10% penalty tax may be imposed. The federal income tax status of your investment depends on the features of your qualified plan. For further information, please contact your plan sponsor or tax adviser.

 

Taxes on Sales or Exchanges

Any time you sell or exchange shares of a Fund in a taxable account, it is considered a taxable event. For federal income tax purposes, an exchange is treated the same as a sale. Depending on the purchase price and the sale price, you may have a gain or loss on the transaction. The gain or loss will generally be treated as a long-term capital gain or loss if you held your shares for more than one year and if not held for such period, as a short-term capital gain or loss. Any tax liabilities generated by your transactions are your responsibility.

 

The Funds may be required to withhold U.S. federal income tax on all distributions and redemptions payable to shareholders who fail to provide their correct taxpayer identification number, fail to make certain required certifications, or who have been notified by the Internal Revenue Service that they are subject to backup withholding. The current backup withholding rate is applied.

 

If a shareholder does not meet the requirements of the Foreign Account Tax Compliance Act (“FATCA”), a Fund may be required to impose a 30% U.S. withholding tax on distributions and proceeds from the sale or other disposition of shares in the Fund. FATCA withholding will generally apply to payments of dividends made on or after June 30, 2014, and payments of gross proceeds from sales of Fund shares made on or after December 31, 2016. Shareholders should consult their individual tax advisors regarding the possible implications of this legislation.

 

When shareholders sell Fund shares from a taxable account, they typically receive information on their tax forms that calculates their gain or loss using the average cost method. Prior to January 1, 2012, this information was not reported to the IRS, and shareholders had the option of calculating gains or losses using an alternative IRS permitted method. In accordance with legislation passed by Congress in 2008, however, your intermediary (or the Fund, if you hold Class I Shares directly with Janus) began reporting cost basis information to the IRS for shares purchased on or after January 1, 2012 and sold thereafter. Your intermediary (or the Fund) will permit shareholders to elect their preferred cost basis method. In the absence of an election, your cost basis method will be your intermediary’s default method, unless you hold Class I Shares directly with Janus in which case the Fund will use an average cost basis method. Please consult your tax adviser to determine the appropriate cost basis method for your particular tax situation and to learn more about how the new cost basis reporting laws apply to you and your investments.

 

Taxation of the Funds

Dividends, interest, and some capital gains received by the Funds on foreign securities may be subject to foreign tax withholding or other foreign taxes. If a Fund is eligible, it may from year to year make the election permitted under Section 853 of the Internal Revenue Code to pass through such taxes to shareholders as a foreign tax credit. If such an election is not made, any foreign taxes paid or accrued will represent an expense to the Funds.

 

Certain fund transactions may involve short sales, futures, options, swap agreements, hedged investments, and other similar transactions, and may be subject to special provisions of the Internal Revenue Code that, among other things, can potentially affect the character, amount, and timing of distributions to shareholders, and utilization of capital loss carryforwards. The Funds will monitor their transactions and may make certain tax elections and use certain investment strategies where applicable in order to mitigate the effect of these tax provisions, if possible.

 

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The Funds do not expect to pay any federal income or excise taxes because they intend to meet certain requirements of the Internal Revenue Code, including the distribution each year of all their net investment income and net capital gains. It is important that the Funds meet these requirements so that any earnings on your investment will not be subject to federal income taxes twice. Funds that invest in partnerships may be subject to state tax liabilities.

 

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Shareholder’s guide

 

 

With certain limited exceptions, the Funds are generally available only to shareholders residing in the United States and employees of Janus or its affiliates. For purposes of this policy, the Funds require that a shareholder and/or entity be a U.S. citizen residing in the United States or a U.S. Territory (including overseas U.S. military or diplomatic addresses) or a resident alien residing in the United States or a U.S. Territory with a valid U.S. Taxpayer Identification Number to open an account with a Fund.

 

The Funds offer multiple classes of shares in order to meet the needs of various types of investors.

 

Class A Shares and Class C Shares are offered through financial intermediary platforms including, but not limited to, traditional brokerage platforms, mutual fund wrap fee programs, bank trust platforms, and retirement platforms. Class A Shares may be offered without an initial sales charge through certain retirement platforms and through certain financial intermediary platforms, including but not limited to, fee-based broker-dealers or financial advisors, primarily on their wrap account platform(s) where such broker-dealer or financial advisor imposes additional fees for services connected to the wrap account. Class A Shares pay up to 0.25% of net assets to financial intermediaries for the provision of distribution services and/or shareholder services on behalf of their clients. Class C Shares pay up to 0.75% of net assets for payment to financial intermediaries for the provision of distribution services and up to 0.25% of net assets for the provision of shareholder services on behalf of their clients. In addition, Class A Shares and Class C Shares pay financial intermediaries for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided to shareholders.

 

Class S Shares are offered through financial intermediary platforms including, but not limited to, retirement platforms and asset allocation, mutual fund wrap, or other discretionary or nondiscretionary fee-based investment advisory programs. In addition, Class S Shares may be available through certain financial intermediaries who have an agreement with Janus Capital or its affiliates to offer the Shares on their supermarket platforms. Class S Shares pay up to 0.25% of net assets to financial intermediaries for the provision of distribution services and/or shareholder services and up to 0.25% of net assets for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided to or on behalf of their clients.

 

Class I Shares are available through certain financial intermediary platforms including, but not limited to, mutual fund wrap fee programs, managed account programs, asset allocation programs, bank trust platforms, as well as certain retirement platforms. Class I Shares pay financial intermediaries for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided to shareholders. Class I Shares are also available to certain direct institutional investors including, but not limited to, corporations, certain retirement plans, public plans and foundations/endowments.

 

Class N Shares are generally available only to financial intermediaries purchasing on behalf of 401(k) plans, 457 plans, 403(b) plans, Taft-Hartley multi-employer plans, profit-sharing and money purchase pension plans, defined benefit plans and nonqualified deferred compensation plans. Class N Shares also are available to Janus proprietary products. Class N Shares are not available to retail non-retirement accounts, traditional or Roth individual retirement accounts (“IRAs”), Coverdell Education Savings Accounts, SEPs, SARSEPs, SIMPLE IRAs, or 529 college savings plans.

 

Class T Shares are available through certain financial intermediary platforms including, but not limited to, mutual fund wrap fee programs, managed account programs, asset allocation programs, bank trust platforms, as well as certain retirement platforms. In addition, Class T Shares may be available through certain financial intermediaries who have an agreement with Janus Capital or its affiliates to offer the Shares on their supermarket platforms. Class T Shares pay up to 0.25% of net assets to financial intermediaries for the provision of administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided to shareholders.

 

The Shares are not offered directly to individual investors. Consult with your financial intermediary representative for additional information on whether the Shares are an appropriate investment choice. Certain funds may not be available through certain of these intermediaries and not all financial intermediaries offer all classes of shares. If your financial intermediary offers more than one class of shares, you should carefully consider which class of shares to purchase. Certain classes have higher expenses than other classes, which may lower the return on your investment. For instructions on how to purchase, exchange, or redeem Shares, contact your financial intermediary or refer to your plan documents. For Class I Shares held directly with Janus, please contact a Janus representative at 1-800-333-1181.

 

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PRICING OF FUND SHARES

 

The per share NAV for each class is computed by dividing the total value of assets allocated to the class, less liabilities allocated to that class, by the total number of outstanding shares of the class. A Fund’s NAV is calculated as of the close of the regular trading session of the New York Stock Exchange (“NYSE”) (normally 4:00 p.m. New York time) each day that the NYSE is open (“business day”). However, the NAV may be calculated earlier if trading on the NYSE is restricted, or as permitted by the Securities and Exchange Commission (“SEC”). Foreign securities held by a Fund may be traded on days and at times when the NYSE is closed and the NAV is therefore not calculated. Accordingly, the value of a Fund’s holdings may change on days that are not business days in the United States and on which you will not be able to purchase or redeem a Fund’s Shares.

 

The price you pay for purchases of Shares is the public offering price, which is the NAV next determined after your request is received in good order by a Fund or its agents, plus, for Class A Shares, any applicable initial sales charge. The price you pay to sell Shares is also the NAV, although for Class A Shares and Class C Shares, a contingent deferred sales charge may be taken out of the proceeds. Your financial intermediary may charge you a separate or additional fee for processing purchases and redemptions of Shares. In order to receive a day’s price, your order must be received in good order by a Fund or its agents by the close of the regular trading session of the NYSE.

 

Securities held by the Funds are valued in accordance with policies and procedures established by and under the supervision of the Trustees. To the extent available, equity securities are generally valued on the basis of market quotations. Most fixed-income securities are typically valued using an evaluated bid price supplied by a pricing service that is intended to reflect market value. The evaluated bid price is an evaluation that may consider factors such as security prices, yields, maturities, and ratings. Certain short-term instruments maturing within 60 days or less are valued at amortized cost, which approximates market value. If a market quotation or evaluated price for a security is not readily available or is deemed unreliable, or if an event that is expected to affect the value of the security occurs after the close of the principal exchange or market on which the security is traded, and before the close of the NYSE, a fair value of the security will be determined in good faith under the policies and procedures. Such events include, but are not limited to: (i) a significant event that may affect the securities of a single issuer, such as a merger, bankruptcy, or significant issuer-specific development; (ii) an event that may affect an entire market, such as a natural disaster or significant governmental action; (iii) a non-significant event such as a market closing early or not opening, or a security trading halt; and (iv) pricing of a non-valued security and a restricted or non-public security. This type of fair value pricing may be more commonly used with foreign equity securities, but it may also be used with, among other things, thinly-traded domestic securities or fixed-income securities. Special valuation considerations may apply with respect to “odd-lot” fixed-income transactions which, due to their small size, may receive evaluated prices by pricing services which reflect a large block trade and not what actually could be obtained for the odd-lot position. For valuation purposes, quotations of foreign portfolio securities, other assets and liabilities, and forward contracts stated in foreign currency are generally translated into U.S. dollar equivalents at the prevailing market rates. The Funds use systematic fair valuation models provided by independent pricing services to value foreign equity securities in order to adjust for stale pricing, which may occur between the close of certain foreign exchanges and the close of the NYSE.

 

Due to the subjective nature of systematic fair value pricing, a Fund’s value for a particular security may be different from the last quoted market price. Systematic fair value pricing may reduce arbitrage activity involving the frequent buying and selling of mutual fund shares by investors seeking to take advantage of a perceived lag between a change in the value of a Fund’s portfolio securities and the reflection of such change in that Fund’s NAV, as further described in the “Excessive Trading” section of this Prospectus. While funds that invest in foreign securities may be at a greater risk for arbitrage activity, such activity may also arise in funds which do not invest in foreign securities, for example, when trading in a security held by a fund is halted and does not resume prior to the time the fund calculates its NAV (referred to as “stale pricing”). Funds that hold thinly-traded securities, such as certain small-capitalization securities or high-yield fixed-income securities, may be subject to attempted use of arbitrage techniques. To the extent that a Fund’s valuation of a security is different from the security’s market value, short-term arbitrage traders buying and/or selling shares of a Fund may dilute the NAV of that Fund, which negatively impacts long-term shareholders. The Funds’ fair value pricing and excessive trading policies and procedures may not completely eliminate short-term trading in certain omnibus accounts and other accounts traded through intermediaries.

 

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The value of the securities of other open-end funds held by a Fund, if any, will be calculated using the NAV of such open-end funds, and the prospectuses for such open-end funds explain the circumstances under which they use fair value pricing and the effects of using fair value pricing.

 

All purchases, exchanges, redemptions, or other account activity must be processed through your financial intermediary or plan sponsor. Your financial intermediary or plan sponsor is responsible for promptly transmitting purchase, redemption, and other requests to the Funds under the arrangements made between your financial intermediary or plan sponsor and its customers. The Funds are not responsible for the failure of any financial intermediary or plan sponsor to carry out its obligations to its customers.

 

CHOOSING A SHARE CLASS

 

Class A Shares, Class C Shares, Class S Shares, Class I Shares, Class N Shares, and Class T Shares are offered by this Prospectus. The Funds offer multiple classes of shares in order to meet the needs of various types of investors. For more information about these classes of Shares and whether or not you are eligible to purchase these Shares, please call 1-877-335-2687.

 

Each class represents an interest in the same portfolio of investments, but has different charges and expenses, allowing you to choose the class that best meets your needs. For an analysis of fees associated with an investment in each share class or other similar funds, please visit www.finra.org/fundanalyzer. When choosing a share class, you should consider:

 

•  how much you plan to invest;
•  how long you expect to own the shares;
•  the expenses paid by each class; and
•  for Class A Shares and Class C Shares, whether you qualify for any reduction or waiver of any sales charges.

 

You should also consult your financial intermediary about which class is most suitable for you. In addition, you should consider the factors below with respect to each class of Shares:

     
Class A Shares
Initial sales charge on purchases   Up to 5.75%(1)
• reduction of initial sales charge for purchases of $50,000 or more    
• initial sales charge waived for purchases of $1 million or more    
Deferred sales charge (CDSC)   None except on certain redemptions of Shares purchased without an initial sales charge(1)
Administrative fees   Pays administrative, networking or omnibus fees to certain intermediaries, and out-of-pocket costs to Janus Services
Minimum initial investment   $2,500
Maximum purchase   None
Minimum aggregate account balance   None
12b-1 fee   0.25% annual distribution/service fee
Class C Shares
Initial sales charge on purchases   None
Deferred sales charge (CDSC)   1.00% on Shares redeemed within 12 months of purchase(1)
Administrative fees   Pays administrative, networking or omnibus fees to certain intermediaries, and out-of-pocket costs to Janus Services
Minimum initial investment   $2,500
Maximum purchase   $500,000
Minimum aggregate account balance   None
12b-1 fee   1.00% annual fee (up to 0.75% distribution fee and up to 0.25% shareholder servicing fee)

 

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Class S Shares
Initial sales charge on purchases   None
Deferred sales charge (CDSC)   None
Administrative services fees   0.25%
Minimum initial investment   $2,500
Maximum purchase   None
Minimum aggregate account balance   None
12b-1 fee   0.25% annual distribution/service fee
Class I Shares
Initial sales charge on purchases   None
Deferred sales charge (CDSC)   None
Administrative fees   Pays administrative, networking or omnibus fees to certain intermediaries, and out-of-pocket costs to Janus Services
Minimum initial investment    
• institutional investors (investing directly with Janus)   $1,000,000
• through an intermediary institution   $2,500
Maximum purchase   None
Minimum aggregate account balance   None
12b-1 fee   None
Class N Shares
Initial sales charge on purchases   None
Deferred sales charge (CDSC)   None
Administrative fees   Pays administrative fees to Janus Capital or Janus Services
Minimum initial investment   None
Maximum purchase   None
Minimum aggregate account balance   None
12b-1 fee   None
Class T Shares
Initial sales charge on purchases   None
Deferred sales charge (CDSC)   None
Administrative services fees   0.25%
Minimum initial investment   $2,500
Maximum purchase   None
Minimum aggregate account balance   None
12b-1 fee   None
(1)  May be waived under certain circumstances.

 

DISTRIBUTION, SERVICING, AND ADMINISTRATIVE FEES

 

Distribution and Shareholder Servicing Plans

Under separate distribution and shareholder servicing plans adopted in accordance with Rule 12b-1 under the Investment Company Act of 1940, as amended, for Class A Shares and Class S Shares (each a “Plan”) and Class C Shares (the “Class C Plan”), each Fund pays Janus Distributors, the Trust’s distributor, a fee for the sale and distribution and/or shareholder servicing of the Shares based on the average daily net assets of each, at the following annual rates:

 

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Class   12b-1 Fee for the Funds
Class A Shares     0.25%  
Class C Shares     1.00% (1)
Class S Shares     0.25%  
(1)  Up to 0.75% of this fee is for distribution services and up to 0.25% of this fee is for shareholder services.

 

Under the terms of each Plan, the Trust is authorized to make payments to Janus Distributors for remittance to retirement plan service providers, broker-dealers, bank trust departments, financial advisors, and other financial intermediaries, as compensation for distribution and/or shareholder services performed by such entities for their customers who are investors in the Funds.

 

Janus Distributors is entitled to retain all fees paid under the Class C Plan for the first 12 months on any investment in Class C Shares to recoup its expenses with respect to the payment of commissions on sales of Class C Shares. Financial intermediaries will become eligible for compensation under the Class C Plan beginning in the 13th month following the purchase of Class C Shares, although Janus Distributors may, pursuant to a written agreement between Janus Distributors and a particular financial intermediary, pay such financial intermediary 12b-1 fees prior to the 13th month following the purchase of Class C Shares.

 

Financial intermediaries may from time to time be required to meet certain criteria in order to receive 12b-1 fees. Janus Distributors is entitled to retain some or all fees payable under each Plan in certain circumstances, including when there is no broker of record or when certain qualification standards have not been met by the broker of record.

 

Because 12b-1 fees are paid out of a Fund’s assets on an ongoing basis, over time they will increase the cost of your investment and may cost you more than paying other types of sales charges.

 

Administrative Fees

 

Class A Shares, Class C Shares, and Class I Shares

Certain, but not all, intermediaries may charge fees for administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided by intermediaries on behalf of shareholders of the Funds. Order processing includes the submission of transactions through the National Securities Clearing Corporation (“NSCC”) or similar systems, or those processed on a manual basis with Janus. Other shareholder services may include the provision of order confirmations, periodic account statements, forwarding prospectuses, shareholder reports, and other materials to existing customers, and answering inquiries regarding accounts. Janus Services pays these administrative fees to intermediaries on behalf of the Funds. Janus Services is then reimbursed by the Funds for such payments. Because the form and amount charged varies by intermediary, the amount of the administrative fee borne by the class is an average of all fees charged by intermediaries. In the event an intermediary receiving payments from Janus Services on behalf of the Funds converts from a networking structure to an omnibus account structure, or otherwise experiences increased costs, fees borne by the Shares may increase. The Funds’ Trustees have set limits on fees that the Funds may incur with respect to administrative fees paid for omnibus or networked accounts. Such limits are subject to change by the Trustees in the future. Janus Services also seeks reimbursement for costs it incurs as transfer agent and for providing servicing.

 

Class S Shares and Class T Shares

Janus Services receives an administrative services fee at an annual rate of 0.25% of the average daily net assets of Class S Shares and Class T Shares of each Fund for providing, or arranging for the provision by intermediaries of, administrative services, including recordkeeping, subaccounting, order processing for omnibus or networked accounts, or other shareholder services provided on behalf of shareholders of the Funds. Order processing includes the submission of transactions through the NSCC or similar systems, or those processed on a manual basis with Janus. Other shareholder services may include the provision of order confirmations, periodic account statements, forwarding prospectuses, shareholder reports, and other materials to existing customers, and answering inquiries regarding accounts. Janus Services expects to use all or a significant portion of this fee to compensate intermediaries and retirement plan service providers for providing these services to their customers who invest in the Funds. Janus Services or its affiliates may also pay fees for services provided by intermediaries to the extent the fees charged by intermediaries exceed the 0.25% of net assets charged to the Funds.

 

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PAYMENTS TO FINANCIAL INTERMEDIARIES BY JANUS CAPITAL OR ITS AFFILIATES

 

From their own assets, Janus Capital or its affiliates may pay selected brokerage firms or other financial intermediaries that sell certain classes of Shares of the Janus funds for distribution, marketing, promotional, or related services. Such payments may be based on gross sales, assets under management, or transactional charges, or on a combination of these factors. The amount of these payments is determined from time to time by Janus Capital, may be substantial, and may differ for different financial intermediaries. Payments based primarily on sales create an incentive to make new sales of shares, while payments based on assets create an incentive to retain previously sold shares. Sales- and asset-based payments currently range up to 25 basis points on sales and up to 20 basis points on average annual net assets of shares held through the intermediary and are subject to change. Payments based on transactional charges may include the payment or reimbursement of all or a portion of “ticket charges.” Ticket charges are fees charged to salespersons purchasing through a financial intermediary firm in connection with mutual fund purchases, redemptions, or exchanges. The payment or reimbursement of ticket charges creates an incentive for salespersons of an intermediary to sell shares of Janus funds over shares of funds for which there is lesser or no payment or reimbursement of any applicable ticket charge. Payments made with respect to certain classes of Shares may create an incentive for an intermediary to promote or favor other share classes of the Janus funds. Janus Capital and its affiliates consider a number of factors in making payments to financial intermediaries, including the distribution capabilities of the intermediary, the overall quality of the relationship, expected gross and/or net sales generated by the relationship, redemption and retention rates of assets held through the intermediary, the willingness of the intermediary to cooperate with Janus Capital’s marketing efforts, access to sales personnel, and the anticipated profitability of sales through the institutional relationship. These factors may change from time to time. Currently, the payments mentioned above are limited to Class A Shares, Class C Shares, and for certain financial intermediaries with advisory platforms, Class I Shares, and only for the top 100 distributors (measured by sales or expected sales of shares of the Janus funds). Broker-dealer firms currently receiving or expected to receive these fees are listed in the SAI.

 

In addition, for all share classes (except Class N Shares, if applicable), Janus Capital, Janus Distributors, or their affiliates may pay fees, from their own assets, to brokerage firms, banks, financial advisors, retirement plan service providers, and other financial intermediaries for providing other marketing or distribution-related services, as well as recordkeeping, subaccounting, transaction processing, and other shareholder or administrative services (including payments for processing transactions via NSCC or other means) in connection with investments in the Janus funds. These fees are in addition to any fees that may be paid by the Janus funds for these types of services or other services.

 

Janus Capital or its affiliates may also share certain marketing expenses with intermediaries, or pay for, or sponsor informational meetings, seminars, client awareness events, support for marketing materials, sales reporting, or business building programs for such financial intermediaries to raise awareness of the Funds. Janus Capital or its affiliates may make payments to participate in intermediary marketing support programs which may provide Janus Capital or its affiliates with one or more of the following benefits: attendance at sales conferences, participation in meetings or training sessions, access to or information about intermediary personnel, use of an intermediary’s marketing and communication infrastructure, fund analysis tools, business planning and strategy sessions with intermediary personnel, information on industry- or platform-specific developments, trends and service providers, and other marketing-related services. Such payments may be in addition to, or in lieu of, the payments described above. These payments are intended to promote the sales of Janus funds and to reimburse financial intermediaries, directly or indirectly, for the costs that they or their salespersons incur in connection with educational seminars, meetings, and training efforts about the Janus funds to enable the intermediaries and their salespersons to make suitable recommendations, provide useful services, and maintain the necessary infrastructure to make the Janus funds available to their customers.

 

The receipt of (or prospect of receiving) payments, reimbursements, and other forms of compensation described above may provide a financial intermediary and its salespersons with an incentive to favor sales of Janus funds’ shares over sales of other mutual funds (or non-mutual fund investments) or to favor sales of one class of Janus funds’ shares over sales of another Janus funds’ share class, with respect to which the financial intermediary does not receive such payments or receives them in a lower amount. The receipt of these payments may cause certain financial intermediaries to elevate the prominence of the Janus funds within such financial intermediary’s organization by, for example, placement on a list of preferred or recommended funds and/or the provision of preferential or enhanced opportunities to promote the Janus funds in various ways within such financial intermediary’s organization.

 

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From time to time, certain financial intermediaries approach Janus Capital to request that Janus Capital make contributions to certain charitable organizations. In these cases, Janus Capital’s contribution may result in the financial intermediary, or its salespersons, recommending Janus funds over other mutual funds (or non-mutual fund investments).

 

The payment arrangements described above will not change the price an investor pays for Shares nor the amount that a Janus fund receives to invest on behalf of the investor. However, as described elsewhere in this Prospectus, your financial adviser and/or his or her firm may also receive 12b-1 fees and/or administrative services fees in connection with your purchase and retention of Janus funds. When such fees are combined with the payments described above, the aggregate payments being made to a financial intermediary may be substantial. You should consider whether such arrangements exist when evaluating any recommendations from an intermediary to purchase or sell Shares of the Funds and, if applicable, when considering which share class of a Fund is most appropriate for you. Please contact your financial intermediary or plan sponsor for details on such arrangements.

 

PURCHASES

 

With certain limited exceptions, the Funds are generally available only to shareholders residing in the United States. Unless you meet certain residency eligibility requirements, you may not be able to open an account or buy additional shares.

 

With the exception of Class I Shares, purchases of Shares may generally be made only through institutional channels such as financial intermediaries and retirement platforms. Class I Shares may be purchased directly with the Funds in certain circumstances as described in the “Minimum Investment Requirements” section. Contact your financial intermediary, a Janus representative (1-800-333-1181) if you hold Class I Shares directly with Janus, or refer to your plan documents for information on how to invest in each Fund, including additional information on minimum initial or subsequent investment requirements. Under certain circumstances, a Fund may permit an in-kind purchase of Shares. Your financial intermediary may charge you a separate or additional fee for processing purchases of Shares. Only certain financial intermediaries are authorized to receive purchase orders on the Funds’ behalf. As discussed under “Payments to financial intermediaries by Janus Capital or its affiliates,” Janus Capital and its affiliates may make payments to brokerage firms or other financial intermediaries that were instrumental in the acquisition or retention of shareholders for the Funds or that provide services in connection with investments in the Funds. You should consider such arrangements when evaluating any recommendation of the Funds.

 

Each Fund reserves the right to reject any purchase order, including exchange purchases, for any reason. The Funds are not intended for excessive trading. For more information about the Funds’ policy on excessive trading, refer to “Excessive Trading.”

 

In compliance with the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“USA PATRIOT Act”), your financial intermediary is required to verify certain information on your account application as part of its Anti-Money Laundering Program. You will be required to provide your full name, date of birth, social security number, and permanent street address to assist in verifying your identity. You may also be asked to provide documents that may help to establish your identity. Until verification of your identity is made, your financial intermediary may temporarily limit additional share purchases. In addition, your financial intermediary may close an account if it is unable to verify a shareholder’s identity. Please contact your financial intermediary if you need additional assistance when completing your application or additional information about the intermediary’s Anti-Money Laundering Program.

 

In an effort to ensure compliance with this law, Janus’ Anti-Money Laundering Program (the “Program”) provides for the development of internal practices, procedures and controls, designation of anti-money laundering compliance officers, an ongoing training program, and an independent audit function to determine the effectiveness of the Program.

 

Minimum Investment Requirements

 

Class A Shares, Class C Shares, Class S Shares, and Class T Shares

The minimum investment is $2,500 per Fund account for non-retirement accounts and $500 per Fund account for certain tax-deferred accounts or UGMA/UTMA accounts. Investors in a defined contribution plan through a third party administrator should refer to their plan document or contact their plan administrator for additional information. In addition, accounts held through certain wrap programs may not be subject to these minimums. Investors should refer to their intermediary for additional information.

 

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The maximum purchase in Class C Shares is $500,000 for any single purchase. The sales charge and expense structure of Class A Shares may be more advantageous for investors purchasing more than $500,000 of Fund shares.

 

Class I Shares

The minimum investment is $1 million for institutional investors investing directly with Janus. Institutional investors generally may meet the minimum investment amount by aggregating multiple accounts within the same Fund. Accounts offered through an intermediary institution must meet the minimum investment requirements of $2,500 per Fund account for non-retirement accounts and $500 per Fund account for certain tax-deferred accounts or UGMA/UTMA accounts. Directors, officers, and employees of Janus Capital Group Inc. (“JCGI”) and its affiliates, as well as Trustees and officers of the Funds, may purchase Class I Shares through certain financial intermediaries’ institutional platforms. For more information about this program and eligibility requirements, please contact a Janus representative at 1-800-333-1181. Exceptions to these minimums may apply for certain tax-deferred, tax-qualified and retirement plans, and accounts held through certain wrap programs. For additional information, contact your intermediary, plan sponsor, administrator, or a Janus representative, as applicable.

 

Class N Shares

Investors in a retirement plan through a third party administrator should refer to their plan documents or contact their plan administrator for information regarding account minimums.

 

Class A Shares, Class C Shares, Class S Shares, Class I Shares, and Class T Shares

Each Fund reserves the right to annually request that intermediaries close Fund accounts that are valued at less than $100, other than as a result solely of depreciation in share value. Certain accounts held through intermediaries may not be subject to closure due to the policies of the intermediaries. You may receive written notice from your intermediary to increase your account balance to the required minimum to avoid having your account closed provided you meet certain residency eligibility requirements. If you hold Class I Shares directly with a Fund, you may receive written notice prior to the closure of your Fund account so that you may increase your account balance to the required minimum provided you meet certain residency eligibility requirements. Please note that you may incur a tax liability as a result of a redemption.

 

Each Fund reserves the right to change the amount of these minimums or maximums from time to time or to waive them in whole or in part.

 

Systematic Purchase Plan

You may arrange for periodic purchases by authorizing your financial intermediary (or a Janus representative, if you hold Class I Shares directly with a Fund) to withdraw the amount of your investment from your bank account on a day or days you specify. Not all financial intermediaries offer this plan. Contact your financial intermediary or a Janus representative for details.

 

Initial Sales Charge

 

Class A Shares

An initial sales charge may apply to your purchase of Class A Shares of the Funds based on the amount invested, as set forth in the table below. The sales charge is allocated between Janus Distributors and your financial intermediary. Sales charges, as expressed as a percentage of offering price and as a percentage of your net investment, are shown in the table. The dollar amount of your initial sales charge is calculated as the difference between the public offering price and the net asset value of those shares. Since the offering price is calculated to two decimal places using standard rounding criteria, the number of shares purchased and the dollar amount of your sales charge as a percentage of the offering price and of your net investment may be higher or lower than the amounts set forth in the table depending on whether there was a downward or upward rounding.

 

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    Class A Shares   Class A Shares
    Sales Charge as a   Sales Charge as a
    Percentage of   Percentage of
Amount of Purchase at Offering Price   Offering Price(1)   Net Amount Invested
Under $50,000     5.75 %     6.10 %
$50,000 but under $100,000     4.50 %     4.71 %
$100,000 but under $250,000     3.50 %     3.63 %
$250,000 but under $500,000     2.50 %     2.56 %
$500,000 but under $1,000,000     2.00 %     2.04 %
$1,000,000 and above     None (2)     None  
(1)  Offering Price includes the initial sales charge.
(2)  A contingent deferred sales charge of 1.00% may apply to Class A Shares purchased without an initial sales charge if redeemed within 12 months of purchase.

 

For purchases of Class A Shares of $1,000,000 or greater, from its own assets, Janus Distributors may pay financial intermediaries commissions as follows:

 

•  1.00% on amounts from $1,000,000 to $4,000,000;
•  plus 0.50% on amounts greater than $4,000,000 to $10,000,000;
•  plus 0.25% on amounts over $10,000,000.

 

The purchase totals eligible for these commissions are aggregated on a rolling one year basis so that the rate payable resets to the highest rate annually.

 

Qualifying for a Reduction or Waiver of Class A Shares Sales Charge

You may be able to lower your Class A Shares sales charge under certain circumstances. For example, you can combine Class A Shares and Class C Shares you already own (either in these Funds or certain other Janus funds) with your current purchase of Class A Shares of the Funds and certain other Janus funds (including Class C Shares of those funds) to take advantage of the breakpoints in the sales charge schedule as set forth above. Certain circumstances under which you may combine such ownership of Shares and purchases are described below. Contact your financial intermediary for more information.

 

Class A Shares of the Funds may be purchased without an initial sales charge by the following persons (and their spouses and children under 21 years of age): (i) registered representatives and other employees of intermediaries that have selling agreements with Janus Distributors to sell Class A Shares; (ii) directors, officers, and employees of JCGI and its affiliates; and (iii) Trustees and officers of the Trust. In addition, the initial sales charge may be waived on purchases of Class A Shares through financial intermediaries that have entered into an agreement with Janus Distributors that allows the waiver of the sales charge.

 

In order to obtain a sales charge discount, you should inform your financial intermediary of other accounts in which there are Fund holdings eligible to be aggregated to meet a sales charge breakpoint. These other accounts may include the accounts described under “Aggregating Accounts.” You may need to provide documents such as account statements or confirmation statements to prove that the accounts are eligible for aggregation. The Letter of Intent described below requires historical cost information in certain circumstances. You should retain records necessary to show the price you paid to purchase Fund shares, as the Funds, their agents, or your financial intermediary may not retain this information.

 

Right of Accumulation. You may purchase Class A Shares of a Fund at a reduced sales charge determined by aggregating the dollar amount of the new purchase (measured by the offering price) and the total prior day’s net asset value (net amount invested) of all Class A Shares of the Fund and of certain other classes (Class A Shares and Class C Shares of the Trust) of Janus funds then held by you, or held in accounts identified under “Aggregating Accounts,” and applying the sales charge applicable to such aggregate amount. In order for your purchases and holdings to be aggregated for purposes of qualifying for such discount, they must have been made through one financial intermediary and you must provide sufficient information to your financial intermediary at the time of purchase to permit verification that the purchase qualifies for the reduced sales charge. The right of accumulation is subject to modification or discontinuance at any time with respect to all shares purchased thereafter.

 

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Letter of Intent. You may obtain a reduced sales charge on Class A Shares by signing a Letter of Intent indicating your intention to purchase $50,000 or more of Class A Shares (including Class A Shares in other series of the Trust) over a 13-month period. The term of the Letter of Intent will commence upon the date you sign the Letter of Intent. You must refer to such Letter when placing orders. With regard to a Letter of Intent, the amount of investment for purposes of applying the sales load schedule includes (i) the historical cost (what you actually paid for the shares at the time of purchase, including any sales charges) of all Class A Shares acquired during the term of the Letter of Intent, minus (ii) the value of any redemptions of Class A Shares made during the term of the Letter of Intent. Each investment made during the period receives the reduced sales charge applicable to the total amount of the investment goal. A portion of shares purchased may be held in escrow to pay for any sales charge that may be applicable. If the goal is not achieved within the period, you must pay the difference between the sales charges applicable to the purchases made and the charges previously paid, or an appropriate number of escrowed shares will be redeemed. Please contact your financial intermediary to obtain a Letter of Intent application.

 

Aggregating Accounts. To take advantage of lower Class A Shares sales charges on large purchases or through the exercise of a Letter of Intent or right of accumulation, investments made by you, your spouse, and your children under age 21 may be aggregated if made for your own account(s) and/or certain other accounts such as:

 

•  trust accounts established by the above individuals (or the accounts of the primary beneficiary of the trust if the person who established the trust is deceased);
   
•  solely controlled business accounts; and
   
•  single participant retirement plans.

 

To receive a reduced sales charge under rights of accumulation or a Letter of Intent, you must notify your financial intermediary of any eligible accounts that you, your spouse, and your children under age 21 have at the time of your purchase.

 

You may access information regarding sales loads, breakpoint discounts, and purchases of the Funds’ shares, free of charge, and in a clear and prominent format, on our website at janus.com/breakpoints, and by following the appropriate hyperlinks to the specific information.

 

Commission on Class C Shares

Janus Distributors may compensate your financial intermediary at the time of sale at a commission rate of 1.00% of the net asset value of the Class C Shares purchased. Service providers to qualified plans or other financial intermediaries will not receive this amount if they receive 12b-1 fees from the time of initial investment of assets in Class C Shares.

 

EXCHANGES

 

With certain limited exceptions, the Funds are generally available only to shareholders residing in the United States. Unless you meet certain residency eligibility requirements, the exchange privilege may not be available.

 

Contact your financial intermediary, a Janus representative (1-800-333-1181) if you hold Class I Shares directly with a Fund, or consult your plan documents to exchange into other funds in the Trust. Be sure to read the prospectus of the fund into which you are exchanging. An exchange from one fund to another is generally a taxable transaction (except for certain tax-deferred accounts).

 

•  You may generally exchange Shares of a Fund for Shares of the same class of any other fund in the Trust offered through your financial intermediary or qualified plan.
   
•  You may also exchange shares of one class for another class of shares within the same fund, provided the eligibility requirements of the class of shares to be received are met. Same-fund exchanges will only be processed in instances where there is no contingent deferred sales charge (“CDSC”) on the shares to be exchanged and no initial sales charge on the shares to be received. A Fund’s fees and expenses differ between share classes. Please read the Prospectus for the share class you are interested in prior to investing in that share class. Contact your financial intermediary or consult your plan documents for additional information.
   
•  You must meet the minimum investment amount for each fund.

 

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•  The exchange privilege is not intended as a vehicle for short-term or excessive trading. A Fund may suspend or terminate your exchange privilege if you make more than one round trip in the Fund in a 90-day period and may bar future purchases in the Fund or any of the other Janus funds. The Funds will work with intermediaries to apply the Funds’ exchange limits. However, the Funds may not always have the ability to monitor or enforce the trading activity in such accounts. For more information about the Funds’ policy on excessive trading, refer to “Excessive Trading.”
   
•  Each Fund reserves the right to reject any exchange request and to modify or terminate the exchange privilege at any time.

 

Waiver of Sales Charges

Class A Shares received through an exchange of Class A Shares of another fund of the Trust will not be subject to any initial sales charge of the Funds’ Class A Shares. Class A Shares or Class C Shares received through an exchange of Class A Shares or Class C Shares, respectively, of another fund of the Trust will not be subject to any applicable CDSC at the time of the exchange. Any CDSC applicable to redemptions of Class A Shares or Class C Shares will continue to be measured on the Shares received by exchange from the date of your original purchase. For more information about the CDSC, please refer to “Redemptions.” While Class C Shares do not have any front-end sales charges, their higher annual fund operating expenses mean that over time, you could end up paying more than the equivalent of the maximum allowable front-end sales charge.

 

REDEMPTIONS

 

With certain limited exceptions, the Funds are generally available only to shareholders residing in the United States. Unless you meet certain residency eligibility requirements, once you close your account, you may not make additional investments in the Funds.

 

Redemptions, like purchases, may generally be effected only through financial intermediaries, retirement platforms, and by certain direct institutional investors holding Class I Shares. Please contact your financial intermediary, a Janus representative (1-800-333-1181) if you hold Class I Shares directly with a Fund, or refer to the appropriate plan documents for details. Your financial intermediary may charge a processing or service fee in connection with the redemption of Shares.

 

Shares of each Fund may be redeemed on any business day on which the Fund’s NAV is calculated. Redemptions are duly processed at the NAV next calculated after your redemption order is received in good order by a Fund or its agents. Redemption proceeds, less any applicable CDSC for Class A Shares or Class C Shares, will normally be sent the business day following receipt of the redemption order.

 

Each Fund reserves the right to postpone payment of redemption proceeds for up to seven calendar days. Additionally, the right to require the Funds to redeem their Shares may be suspended, or the date of payment may be postponed beyond seven calendar days, whenever: (i) trading on the NYSE is restricted, as determined by the SEC, or the NYSE is closed (except for holidays and weekends); (ii) the SEC permits such suspension and so orders; or (iii) an emergency exists as determined by the SEC so that disposal of securities or determination of NAV is not reasonably practicable.

 

Each Fund reserves the right to annually request that intermediaries close Fund accounts that are valued at less than $100, other than as a result solely of depreciation in share value. Certain accounts held through intermediaries may not be subject to closure due to the policies of the intermediaries. You may receive written notice from your intermediary to increase your account balance to the required minimum to avoid having your account closed provided you meet certain residency eligibility requirements. If you hold Class I Shares directly with a Fund, you may receive written notice prior to the closure of your Fund account so that you may increase your account balance to the required minimum provided you meet certain residency eligibility requirements. Please note that you may incur a tax liability as a result of a redemption.

 

Large Shareholder Redemptions

 

Certain large shareholders, such as other funds, institutional investors, financial intermediaries, individuals, accounts, and Janus affiliates, may from time to time own (beneficially or of record) or control a significant percentage of a Fund’s Shares. Redemptions by these large shareholders of their holdings in a Fund may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. Similarly, large Fund share purchases may adversely affect a Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments result in gains, and may also increase transaction costs. In addition, a large redemption could result in a Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio.

 

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Redemptions In-Kind

Shares normally will be redeemed for cash, although each Fund retains the right to redeem some or all of its shares in-kind under unusual circumstances, in order to protect the interests of remaining shareholders, to accommodate a request by a particular shareholder that does not adversely affect the interests of the remaining shareholders, or in connection with the liquidation of a fund, by delivery of securities selected from its assets at its discretion. However, each Fund is required to redeem shares solely for cash up to the lesser of $250,000 or 1% of the NAV of that Fund during any 90-day period for any one shareholder. Should redemptions by any shareholder exceed such limitation, a Fund will have the option of redeeming the excess in cash or in-kind. In-kind payment means payment will be made in portfolio securities rather than cash. If this occurs, the redeeming shareholder might incur brokerage or other transaction costs to convert the securities to cash, whereas such costs are borne by the Fund for cash redemptions.

 

While a Fund may pay redemptions in-kind, a Fund may instead choose to raise cash to meet redemption requests through the sale of fund securities or permissible borrowings. If a Fund is forced to sell securities at an unfavorable time and/or under unfavorable conditions, such sales may adversely affect the Fund’s NAV and may increase brokerage costs.

 

Systematic Withdrawal Plan

 

Class A Shares and Class C Shares

You may arrange for periodic redemptions of Class A Shares or Class C Shares by authorizing your financial intermediary to redeem a specified amount from your account on a day or days you specify. Any resulting CDSC may be waived through financial intermediaries that have entered into an agreement with Janus Distributors. The maximum annual rate at which shares subject to a CDSC may be redeemed, pursuant to a systematic withdrawal plan, without paying a CDSC, is 12% of the net asset value of the account. Certain other terms and minimums may apply. Not all financial intermediaries offer this plan. Contact your financial intermediary for details.

 

Class S Shares, Class I Shares, Class N Shares, and Class T Shares

You may arrange for periodic redemptions by authorizing your financial intermediary (or a Janus representative, if you hold Class I Shares directly with a Fund) to redeem a specified amount from your account on a day or days you specify. Not all financial intermediaries offer this plan. Contact your financial intermediary or a Janus representative for details.

 

Contingent Deferred Sales Charge

 

Class A Shares and Class C Shares

A 1.00% CDSC may be deducted with respect to Class A Shares purchased without an initial sales charge if redeemed within 12 months of purchase, unless any of the CDSC waivers listed apply. A 1.00% CDSC will be deducted with respect to Class C Shares redeemed within 12 months of purchase, unless a CDSC waiver applies. The CDSC will be based on the lower of the original purchase price or the value of the redemption of the Class A Shares or Class C Shares redeemed, as applicable.

 

CDSC Waivers

There are certain cases in which you may be exempt from a CDSC charged to Class A Shares and Class C Shares. Among others, these include:

 

•  Upon the death or disability of an account owner;
   
•  Retirement plans and certain other accounts held through a financial intermediary that has entered into an agreement with Janus Distributors to waive CDSCs for such accounts;
   
•  Retirement plan shareholders taking required minimum distributions;
   
•  The redemption of Class A Shares or Class C Shares acquired through reinvestment of Fund dividends or distributions;
   
•  The portion of the redemption representing appreciation as a result of an increase in NAV above the total amount of payments for Class A Shares or Class C Shares during the period during which the CDSC applied; or
   
•  If a Fund chooses to liquidate or involuntarily redeem shares in your account.

 

To keep the CDSC as low as possible, Class A Shares or Class C Shares not subject to any CDSC will be redeemed first, followed by shares held longest.

 

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Reinstatement Privilege

After you have redeemed Class A Shares, you have a one-time right to reinvest the proceeds into Class A Shares of the same or another fund within 90 days of the redemption date at the current NAV (without an initial sales charge). You will not be reimbursed for any CDSC paid on your redemption of Class A Shares.

 

EXCESSIVE TRADING

 

Excessive Trading Policies and Procedures

The Trustees have adopted policies and procedures with respect to short-term and excessive trading of Fund shares (“excessive trading”). Each Fund is intended for long-term investment purposes only, and the Funds will take reasonable steps to attempt to detect and deter short-term and excessive trading. Transactions placed in violation of the Funds’ exchange limits or excessive trading policies may be cancelled or revoked by a Fund by the next business day following receipt by the Fund. The trading history of accounts determined to be under common ownership or control within any of the Janus funds may be considered in enforcing these policies and procedures. As described below, however, the Funds may not be able to identify all instances of excessive trading or completely eliminate the possibility of excessive trading. In particular, it may be difficult to identify excessive trading in certain omnibus accounts and other accounts traded through intermediaries. By their nature, omnibus accounts, in which purchases and redemptions of the Funds’ shares by multiple investors are aggregated by the intermediary and presented to the Funds on a net basis, may effectively conceal the identity of individual investors and their transactions from the Funds and their agents. This makes the elimination of excessive trading in the accounts impractical without the assistance of the intermediary.

 

The Funds attempt to deter excessive trading through at least the following methods:

 

•  exchange limitations as described under “Exchanges;”
•  trade monitoring; and
•  fair valuation of securities as described under “Pricing of Fund Shares.”

 

Generally, a purchase and redemption of Shares from the same Fund (i.e., “round trip”) within 90 calendar days may result in enforcement of a Fund’s excessive trading policies and procedures with respect to future purchase orders, provided that each Fund reserves the right to reject any purchase request as explained above.

 

The Funds monitor for patterns of shareholder frequent trading and may suspend or permanently terminate the exchange privilege of any investor who makes more than one round trip in a Fund over a 90-day period, and may bar future purchases into the Fund and any of the other Janus funds by such investor. The Funds’ excessive trading policies generally do not apply to (i) a money market fund, although money market funds at all times reserve the right to reject any purchase request (including exchange purchases) for any reason without prior notice; (ii) transactions in the Janus funds by a Janus “fund of funds,” which is a fund that primarily invests in other Janus mutual funds; and (iii) identifiable transactions by certain funds of funds and asset allocation programs to realign portfolio investments with existing target allocations.

 

The Funds’ Trustees may approve from time to time a redemption fee to be imposed by any Janus fund, subject to 60 days’ notice to shareholders of that fund.

 

Investors who place transactions through the same financial intermediary on an omnibus basis may be deemed part of a group for the purpose of the Funds’ excessive trading policies and procedures and may be rejected in whole or in part by a Fund. The Funds, however, cannot always identify or reasonably detect excessive trading that may be facilitated by financial intermediaries or made difficult to identify through the use of omnibus accounts by those intermediaries that transmit purchase, exchange, and redemption orders to the Funds, and thus the Funds may have difficulty curtailing such activity. Transactions accepted by a financial intermediary in violation of the Funds’ excessive trading policies may be cancelled or revoked by a Fund by the next business day following receipt by that Fund.

 

In an attempt to detect and deter excessive trading in omnibus accounts, the Funds or their agents may require intermediaries to impose restrictions on the trading activity of accounts traded through those intermediaries. Such restrictions may include, but are not limited to, requiring that trades be placed by U.S. mail, prohibiting future purchases by investors who have recently redeemed Fund shares, requiring intermediaries to report information about customers who purchase and redeem large amounts, and similar restrictions. The Funds’ ability to impose such restrictions with respect to accounts traded through particular intermediaries may vary depending on the systems’ capabilities, applicable contractual and legal restrictions, and cooperation of those intermediaries.

 

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Certain transactions in Fund shares, such as periodic rebalancing through intermediaries (no more frequently than every 60 days) or those which are made pursuant to systematic purchase, exchange, or redemption programs generally do not raise excessive trading concerns and normally do not require application of the Funds’ methods to detect and deter excessive trading.

 

Each Fund also reserves the right to reject any purchase request (including exchange purchases) by any investor or group of investors for any reason without prior notice, including, in particular, if the trading activity in the account(s) is deemed to be disruptive to a Fund. For example, a Fund may refuse a purchase order if the Fund’s investment personnel believe they would be unable to invest the money effectively in accordance with the Fund’s investment policies or the Fund would otherwise be adversely affected due to the size of the transaction, frequency of trading, or other factors.

 

The Funds’ policies and procedures regarding excessive trading may be modified at any time by the Funds’ Trustees.

 

Excessive Trading Risks

Excessive trading may present risks to a Fund’s long-term shareholders. Excessive trading into and out of a Fund may disrupt portfolio investment strategies, may create taxable gains to remaining Fund shareholders, and may increase Fund expenses, all of which may negatively impact investment returns for all remaining shareholders, including long-term shareholders.

 

Funds that invest in foreign securities may be at a greater risk for excessive trading. Investors may attempt to take advantage of anticipated price movements in securities held by a fund based on events occurring after the close of a foreign market that may not be reflected in the fund’s NAV (referred to as “price arbitrage”). Such arbitrage opportunities may also arise in funds which do not invest in foreign securities, for example, when trading in a security held by a fund is halted and does not resume prior to the time the fund calculates its NAV (referred to as “stale pricing”). Funds that hold thinly-traded securities, such as certain small-capitalization securities, may be subject to attempted use of arbitrage techniques. To the extent that a Fund’s valuation of a security differs from the security’s market value, short-term arbitrage traders may dilute the NAV of a Fund, which negatively impacts long-term shareholders. Although the Funds have adopted valuation policies and procedures intended to reduce the Funds’ exposure to price arbitrage, stale pricing, and other potential pricing inefficiencies, under such circumstances there is potential for short-term arbitrage trades to dilute the value of Fund shares.

 

Although the Funds take steps to detect and deter excessive trading pursuant to the policies and procedures described in this Prospectus and approved by the Trustees, there is no assurance that these policies and procedures will be effective in limiting excessive trading in all circumstances. For example, the Funds may be unable to completely eliminate the possibility of excessive trading in certain omnibus accounts and other accounts traded through intermediaries. Omnibus accounts may effectively conceal the identity of individual investors and their transactions from the Funds and their agents. This makes the Funds’ identification of excessive trading transactions in the Funds through an omnibus account difficult and makes the elimination of excessive trading in the account impractical without the assistance of the intermediary. Although the Funds encourage intermediaries to take necessary actions to detect and deter excessive trading, some intermediaries may be unable or unwilling to do so, and accordingly, the Funds cannot eliminate completely the possibility of excessive trading.

 

Shareholders that invest through an omnibus account should be aware that they may be subject to the policies and procedures of their financial intermediary with respect to excessive trading in the Funds.

 

AVAILABILITY OF PORTFOLIO HOLDINGS INFORMATION

 

The Mutual Fund Holdings Disclosure Policies and Procedures adopted by Janus Capital and all mutual funds managed within the Janus fund complex are designed to be in the best interests of the funds and to protect the confidentiality of the funds’ portfolio holdings. The following describes policies and procedures with respect to disclosure of portfolio holdings.

 

•  Full Holdings. Each Fund is required to disclose its complete holdings in the quarterly holdings report on Form N-Q within 60 days of the end of the first and third fiscal quarters, and in the annual report and semiannual report to Fund shareholders. These reports (i) are available on the SEC’s website at http://www.sec.gov; (ii) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (information on the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iii) are available without charge, upon request, by calling a Janus representative at 1-800-525-0020 (toll free). Portfolio holdings (excluding derivatives, short positions, and other investment positions) consisting of at least the names of the holdings are generally available on a calendar quarter-end basis with a 60-day lag. Holdings are generally posted approximately two business days thereafter under Full Holdings for each Fund at janus.com/info.

 

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Each Fund may provide, upon request, historical full holdings at any time subject to a written confidentiality agreement.

 

•  Top Holdings. Each Fund’s top portfolio holdings, consisting of security names only in alphabetical order and aggregate percentage of a Fund’s total portfolio, are available monthly with a 15-day lag and on a calendar quarter-end basis with a 15-day lag.
   
•  Other Information. Each Fund may occasionally provide security breakdowns (e.g., industry, sector, regional, market capitalization, and asset allocation) and specific portfolio level performance attribution information and statistics monthly with a 15-day lag and on a calendar quarter-end basis with a 15-day lag.

 

Full portfolio holdings will remain available on the Janus websites at least until a Form N-CSR or Form N-Q is filed with the SEC for the period that includes the date as of which the website information is current. Funds disclose their short positions, if applicable, only to the extent required in regulatory reports. Janus Capital may exclude from publication on its websites all or any portion of portfolio holdings or change the time periods of disclosure as deemed necessary to protect the interests of the Janus funds. Under extraordinary circumstances, exceptions to the Mutual Fund Holdings Disclosure Policies and Procedures may be made by Janus Capital’s Chief Investment Officer(s) or their delegates. All exceptions shall be preapproved by the Chief Compliance Officer or his designee. Such exceptions may be made without prior notice to shareholders. A summary of the Funds’ portfolio holdings disclosure policies and procedures, which includes a discussion of any exceptions, is contained in the Funds’ SAI.

 

SHAREHOLDER COMMUNICATIONS

 

Statements and Reports

Your financial intermediary or plan sponsor (or Janus, if you hold Class I Shares directly with a Fund) is responsible for sending you periodic statements of all transactions, along with trade confirmations and tax reporting, as required by applicable law.

 

Your financial intermediary or plan sponsor (or Janus, if you hold Class I Shares directly with a Fund) is responsible for providing annual and semiannual reports, including the financial statements of the Funds that you have authorized for investment. These reports show each Fund’s investments and the market value of such investments, as well as other information about each Fund and its operations. Please contact your financial intermediary or plan sponsor (or Janus) to obtain these reports. The Funds’ fiscal year ends June 30.

 

Lost (Unclaimed/Abandoned) Accounts

It is important to maintain a correct address for each shareholder. An incorrect address may cause a shareholder’s account statements and other mailings to be returned as undeliverable. Based upon statutory requirements for returned mail, your financial intermediary or plan sponsor (or Janus, if you hold Class I Shares directly with a Fund) is required to attempt to locate the shareholder or rightful owner of the account. If the financial intermediary or plan sponsor (or Janus) is unable to locate the shareholder, then the financial intermediary or plan sponsor (or Janus) is legally obligated to deem the property “unclaimed” or “abandoned,” and subsequently escheat (or transfer) unclaimed property (including shares of a mutual fund) to the appropriate state’s unclaimed property administrator in accordance with statutory requirements. Further, your mutual fund account may be deemed “unclaimed” or “abandoned,” and subsequently transferred to your state of residence if no activity (as defined by that state) occurs within your account during the time frame specified in your state’s unclaimed property laws. The shareholder’s last known address of record determines which state has jurisdiction. Interest or income is not earned on redemption or distribution check(s) sent to you during the time the check(s) remained uncashed.

 

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Financial highlights

 

 

The financial highlights tables are intended to help you understand the Funds’ financial performance for each fiscal period shown. Items “Net asset value, beginning of period” through “Net asset value, end of period” reflect financial results for a single Fund Share. The gross expense ratio reflects expenses prior to any expense offset arrangement and waivers (reimbursements), if applicable. The net expense ratio reflects expenses after any expense offset arrangement and waivers (reimbursements), if applicable. The information for the fiscal periods shown has been audited by PricewaterhouseCoopers LLP, whose report, along with the Funds’ financial statements, is included in the Annual Report, which is available upon request, and incorporated by reference into the SAI.

 

The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Shares of the Funds (assuming reinvestment of all dividends and distributions).

                         
INTECH Global Dividend Fund – Class A
    Years or Period ended June 30
    2014   2013   2012(1)
                         
Net asset value, beginning of period     $11.60       $10.40       $10.00  
                         
Income from investment operations:                        
Net investment income/(loss)     0.57 (2)     0.35       0.22  
Net gain/(loss) on investments (both realized and unrealized)     1.86       1.24       0.35  
Total from investment operations     2.43       1.59       0.57  
                         
Less distributions:                        
Dividends from net investment income     (0.43)       (0.39)       (0.17)  
Distributions from capital gains     (0.65)              
Total distributions     (1.08)       (0.39)       (0.17)  
                         
Net asset value, end of period     $12.95       $11.60       $10.40  
                         
Total return(3)     21.79%       15.41%       5.70%  
                         
Net assets, end of period (in thousands)     $6,300       $1,625       $931  
Average net assets for the period (in thousands)     $4,861       $996       $881  
Ratio of gross expenses to average net assets(4)     1.96%       2.69%       5.56%  
Ratio of net expenses to average net assets(4)     0.81%       0.76%       1.02%  
Ratio of net investment income/(loss) to average net assets(4)     4.62%       3.18%       4.01%  
Portfolio turnover rate     51%       116%       24%  

 

(1)  Period December 15, 2011 (inception date) through June 30, 2012.

(2)  Per share amounts are calculated using the average shares outstanding method.

(3)  Not annualized for periods of less than one full year.
(4)  Annualized for periods of less than one full year.

 

56 | Janus Investment Fund

 

 

 

                         
INTECH Global Dividend Fund – Class C
    Years or Period ended June 30
    2014   2013   2012(1)
                         
Net asset value, beginning of period     $11.56       $10.37       $10.00  
                         
Income from investment operations:                        
Net investment income/(loss)     0.45 (2)     0.27       0.19  
Net gain/(loss) on investments (both realized and unrealized)     1.87       1.22       0.35  
Total from investment operations     2.32       1.49       0.54  
                         
Less distributions:                        
Dividends from net investment income     (0.34)       (0.30)       (0.17)  
Distributions from capital gains     (0.65)              
Total distributions     (0.99)       (0.30)       (0.17)  
                         
Net asset value, end of period     $12.89       $11.56       $10.37  
                         
Total return(3)     20.83%       14.50%       5.36%  
                         
Net assets, end of period (in thousands)     $999       $489       $940  
Average net assets for the period (in thousands)     $613       $793       $900  
Ratio of gross expenses to average net assets(4)     2.70%       3.50%       6.25%  
Ratio of net expenses to average net assets(4)     1.57%       1.51%       1.70%  
Ratio of net investment income/(loss) to average net assets(4)     3.63%       2.26%       3.37%  
Portfolio turnover rate     51%       116%       24%  

 

(1)  Period December 15, 2011 (inception date) through June 30, 2012.

(2)  Per share amounts are calculated using the average shares outstanding method.

(3)  Not annualized for periods of less than one full year.
(4)  Annualized for periods of less than one full year.

 

57 | Janus Investment Fund

 

 

 

                         
INTECH Global Dividend Fund – Class S
    Years or Period ended June 30
    2014   2013   2012(1)
                         
Net asset value, beginning of period     $11.58       $10.39       $10.00  
                         
Income from investment operations:                        
Net investment income/(loss)     0.46 (2)     0.43       0.21  
Net gain/(loss) on investments (both realized and unrealized)     1.98       1.15       0.35  
Total from investment operations     2.44       1.58       0.56  
                         
Less distributions:                        
Dividends from net investment income     (0.44)       (0.39)       (0.17)  
Distributions from capital gains     (0.65)              
Total distributions     (1.09)       (0.39)       (0.17)  
                         
Net asset value, end of period     $12.93       $11.58       $10.39  
                         
Total return(3)     21.99%       15.40%       5.60%  
                         
Net assets, end of period (in thousands)     $174       $286       $880  
Average net assets for the period (in thousands)     $199       $726       $872  
Ratio of gross expenses to average net assets(4)     2.13%       2.96%       5.82%  
Ratio of net expenses to average net assets(4)     0.77%       0.86%       1.26%  
Ratio of net investment income/(loss) to average net assets(4)     3.72%       2.86%       3.77%  
Portfolio turnover rate     51%       116%       24%  

 

(1)  Period December 15, 2011 (inception date) through June 30, 2012.

(2)  Per share amounts are calculated using the average shares outstanding method.

(3)  Not annualized for periods of less than one full year.
(4)  Annualized for periods of less than one full year.

 

58 | Janus Investment Fund

 

 

 

                         
INTECH Global Dividend Fund – Class I
    Years or Period ended June 30
    2014   2013   2012(1)
                         
Net asset value, beginning of period     $11.62       $10.42       $10.00  
                         
Income from investment operations:                        
Net investment income/(loss)     0.56 (2)     0.46       0.23  
Net gain/(loss) on investments (both realized and unrealized)     1.90       1.15       0.36  
Total from investment operations     2.46       1.61       0.59  
                         
Less distributions:                        
Dividends from net investment income     (0.46)       (0.41)       (0.17)  
Distributions from capital gains     (0.65)              
Total distributions     (1.11)       (0.41)       (0.17)  
                         
Net asset value, end of period     $12.97       $11.62       $10.42  
                         
Total return(3)     22.09%       15.66%       5.90%  
                         
Net assets, end of period (in thousands)     $1,995       $1,571       $1,897  
Average net assets for the period (in thousands)     $1,855       $1,927       $1,542  
Ratio of gross expenses to average net assets(4)     1.67%       2.45%       5.07%  
Ratio of net expenses to average net assets(4)     0.52%       0.51%       0.75%  
Ratio of net investment income/(loss) to average net assets(4)     4.54%       3.63%       4.64%  
Portfolio turnover rate     51%       116%       24%  

 

(1)  Period December 15, 2011 (inception date) through June 30, 2012.

(2)  Per share amounts are calculated using the average shares outstanding method.

(3)  Not annualized for periods of less than one full year.
(4)  Annualized for periods of less than one full year.

 

59 | Janus Investment Fund

 

 

 

                         
INTECH Global Dividend Fund – Class T
    Years or Period ended June 30
    2014   2013   2012(1)
                         
Net asset value, beginning of period     $11.60       $10.40       $10.00  
                         
Income from investment operations:                        
Net investment income/(loss)     0.55 (2)     0.46       0.22  
Net gain/(loss) on investments (both realized and unrealized)     1.88       1.14       0.35  
Total from investment operations     2.43       1.60       0.57  
                         
Less distributions:                        
Dividends from net investment income     (0.44)       (0.40)       (0.17)  
Distributions from capital gains     (0.65)              
Total distributions     (1.09)       (0.40)       (0.17)  
                         
Net asset value, end of period     $12.94       $11.60       $10.40  
                         
Total return(3)     21.84%       15.55%       5.70%  
                         
Net assets, end of period (in thousands)     $2,200       $615       $1,233  
Average net assets for the period (in thousands)     $855       $1,249       $1,093  
Ratio of gross expenses to average net assets(4)     1.83%       2.69%       5.53%  
Ratio of net expenses to average net assets(4)     0.71%       0.69%       1.03%  
Ratio of net investment income/(loss) to average net assets(4)     4.49%       3.27%       4.09%  
Portfolio turnover rate     51%       116%       24%  

 

(1)  Period December 15, 2011 (inception date) through June 30, 2012.

(2)  Per share amounts are calculated using the average shares outstanding method.

(3)  Not annualized for periods of less than one full year.
(4)  Annualized for periods of less than one full year.

 

60 | Janus Investment Fund

 

 

 

                                                   
INTECH International Fund – Class A
          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $8.07       $6.79       $8.10       $6.16       $6.56         $8.97  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.25 (3)     0.22       0.12       0.66       0.13         0.16  
Net gain/(loss) on investments (both realized and unrealized)     1.57       1.21       (1.36)       1.39       (0.47)         (2.31)  
Total from investment operations     1.82       1.43       (1.24)       2.05       (0.34)         (2.15)  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.23)       (0.15)       (0.07)       (0.11)       (0.06)         (0.26)  
Distributions from capital gains     (4)                                
Total distributions     (0.23)       (0.15)       (0.07)       (0.11)       (0.06)         (0.26)  
                                                   
Net asset value, end of period     $9.66       $8.07       $6.79       $8.10       $6.16         $6.56  
                                                   
Total return(5)     22.74%       21.27%       (15.33)%       33.42%       (5.32)%         (23.53)%  
                                                   
Net assets, end of period (in thousands)     $5,342       $473       $445       $526       $1,684         $1,836  
Average net assets for the period (in thousands)     $2,240       $317       $452       $1,910       $1,900         $1,632  
Ratio of gross expenses to average net assets(6)     1.21%       1.22%       1.42%       3.22%       4.61%         6.45%  
Ratio of net expenses to average net assets(6)     1.20%       1.22%       1.26%       1.07% (7)     0.73% (7)       0.64% (7)
Ratio of net investment income/(loss) to average net assets(6)     2.69%       1.26%       1.72%       2.05%       1.87%         2.62%  
Portfolio turnover rate     160%       143%       140%       179%       119% (5)       115%  

 

(1)  Effective July 6, 2009, Class A Shares of Janus Adviser INTECH Risk-Managed International Fund (the “predecessor fund”) were reorganized into Class A Shares of INTECH Risk-Managed International Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Less than $0.005 on a per share basis.

(5)  Not annualized for periods of less than one full year.
(6)  Annualized for periods of less than one full year.
(7)  Pursuant to a contractual agreement, Janus waived certain fees and expenses during the period. The ratio of net expenses to average net assets would have been 1.25% in 2011, 1.25% in 2010, and 0.93% in 2009 without the waiver of these fees and expenses.

 

61 | Janus Investment Fund

 

 

 

                                                   
INTECH International Fund – Class C
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $8.14       $6.78       $8.11       $6.17       $6.57         $8.93  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.19 (3)     2.46       0.17       0.58       0.13         0.16  
Net gain/(loss) on investments (both realized and unrealized)     1.57       (0.93)       (1.43)       1.47       (0.47)         (2.30)  
Total from investment operations     1.76       1.53       (1.26)       2.05       (0.34)         (2.14)  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.32)       (0.17)       (0.07)       (0.11)       (0.06)         (0.22)  
Distributions from capital gains     (4)                                
Total distributions     (0.32)       (0.17)       (0.07)       (0.11)       (0.06)         (0.22)  
                                                   
Net asset value, end of period     $9.58       $8.14       $6.78       $8.11       $6.17         $6.57  
                                                   
Total return(5)     21.91%       22.79%       (15.55)%       33.37%       (5.31)%         (23.61)%  
                                                   
Net assets, end of period (in thousands)     $526       $113       $433       $563       $1,642         $1,737  
Average net assets for the period (in thousands)     $179       $251       $574       $1,877       $1,827         $1,552  
Ratio of gross expenses to average net assets(6)     1.93%       1.32%       1.71%       3.96%       5.33%         7.20%  
Ratio of net expenses to average net assets(6)     1.93%       1.18%       1.47%       1.21% (7)     0.73% (7)       0.69% (7)
Ratio of net investment income/(loss) to average net assets(6)     2.13%       1.20%       1.33%       1.92%       1.88%         2.56%  
Portfolio turnover rate     160%       143%       140%       179%       119% (5)       115%  

 

(1)  Effective July 6, 2009, Class C Shares of Janus Adviser INTECH Risk-Managed International Fund (the “predecessor fund”) were reorganized into Class C Shares of INTECH Risk-Managed International Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Less than $0.005 on a per share basis.

(5)  Not annualized for periods of less than one full year.
(6)  Annualized for periods of less than one full year.
(7)  Pursuant to a contractual agreement, Janus waived certain fees and expenses during the period. The ratio of net expenses to average net assets would have been 2.00% in 2011, 2.00% in 2010, and 1.68% in 2009 without the waiver of these fees and expenses.

 

62 | Janus Investment Fund

 

 

 

                                                   
INTECH International Fund – Class S
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $8.09       $6.79       $8.12       $6.16       $6.56         $8.95  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.15 (3)     2.47       0.10       0.70       0.13         0.16  
Net gain/(loss) on investments (both realized and unrealized)     1.69       (1.02)       (1.36)       1.37       (0.47)         (2.30)  
Total from investment operations     1.84       1.45       (1.26)       2.07       (0.34)         (2.14)  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.19)       (0.15)       (0.07)       (0.11)       (0.06)         (0.25)  
Distributions from capital gains     (4)                                
Total distributions     (0.19)       (0.15)       (0.07)       (0.11)       (0.06)         (0.25)  
                                                   
Net asset value, end of period     $9.74       $8.09       $6.79       $8.12       $6.16         $6.56  
                                                   
Total return(5)     22.92%       21.48%       (15.54)%       33.75%       (5.32)%         (23.54)%  
                                                   
Net assets, end of period (in thousands)     $67       $118       $421       $498       $1,642         $1,733  
Average net assets for the period (in thousands)     $86       $254       $432       $1,870       $1,831         $1,551  
Ratio of gross expenses to average net assets(6)     1.33%       1.48%       1.66%       3.46%       4.83%         6.66%  
Ratio of net expenses to average net assets(6)     1.13%       1.29%       1.44%       1.07% (7)     0.72% (7)       0.65% (7)
Ratio of net investment income/(loss) to average net assets(6)     1.69%       1.09%       1.52%       2.05%       1.89%         2.60%  
Portfolio turnover rate     160%       143%       140%       179%       119% (5)       115%  

 

(1)  Effective July 6, 2009, Class S Shares of Janus Adviser INTECH Risk-Managed International Fund (the “predecessor fund”) were reorganized into Class S Shares of INTECH Risk-Managed International Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Less than $0.005 on a per share basis.

(5)  Not annualized for periods of less than one full year.
(6)  Annualized for periods of less than one full year.
(7)  Pursuant to a contractual agreement, Janus waived certain fees and expenses during the period. The ratio of net expenses to average net assets would have been 1.50% in 2011, 1.50% in 2010, and 1.18% in 2009 without the waiver of these fees and expenses.

 

63 | Janus Investment Fund

 

 

 

                                                   
INTECH International Fund – Class I
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $8.03       $6.77       $8.06       $6.14       $6.55         $8.98  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.21 (3)     0.18       0.12       0.03       0.13         0.15  
Net gain/(loss) on investments (both realized and unrealized)     1.63       1.28       (1.35)       2.00       (0.48)         (2.30)  
Total from investment operations     1.84       1.46       (1.23)       2.03       (0.35)         (2.15)  
                                                   
Less distributions and other:                                                  
Dividends from net investment income     (0.24)       (0.20)       (0.06)       (0.11)       (0.06)         (0.28)  
Distributions from capital gains     (4)                                
Redemption fees(5)     N/A       N/A       (6)           (6)        
Total distributions and other     (0.24)       (0.20)       (0.06)       (0.11)       (0.06)         (0.28)  
                                                   
Net asset value, end of period     $9.63       $8.03       $6.77       $8.06       $6.14         $6.55  
                                                   
Total return(7)     23.21%       21.78%       (15.18)%       33.20%       (5.48)%         (23.56)%  
                                                   
Net assets, end of period (in thousands)     $69,062       $59,981       $35,608       $20,713       $1,180         $2,327  
Average net assets for the period (in thousands)     $66,596       $42,583       $29,910       $1,393       $2,223         $1,935  
Ratio of gross expenses to average net assets(8)     0.81%       0.92%       1.13%       3.08%       4.68%         6.34%  
Ratio of net expenses to average net assets(8)     0.81%       0.92%       1.00%       0.86%       1.00%         0.68%  
Ratio of net investment income/(loss) to average net assets(8)     2.27%       1.86%       2.05%       2.28%       1.38%         2.65%  
Portfolio turnover rate     160%       143%       140%       179%       119% (7)       115%  

 

(1)  Effective July 6, 2009, Class I Shares of Janus Adviser INTECH Risk-Managed International Fund (the “predecessor fund”) were reorganized into Class I Shares of INTECH Risk-Managed International Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Less than $0.005 on a per share basis.

(5)  Redemption fees were eliminated effective April 2, 2012.

(6)  Redemption fees aggregated less than $0.005 on a per share basis for the fiscal year or period end.

(7)  Not annualized for periods of less than one full year.
(8)  Annualized for periods of less than one full year.

 

64 | Janus Investment Fund

 

 

 

                                                   
INTECH International Fund – Class T
                          Period ended
    Years or Period ended June 30     July 31
    2014   2013   2012   2011   2010(1)     2009(2)
                                                   
Net asset value, beginning of period     $8.01       $6.77       $8.09       $6.16       $6.55         $5.93  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.32 (3)     0.08       0.06       0.17       0.12         (4)
Net gain/(loss) on investments (both realized and unrealized)     1.49       1.35       (1.31)       1.87       (0.45)         0.62  
Total from investment operations     1.81       1.43       (1.25)       2.04       (0.33)         0.62  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.22)       (0.19)       (0.07)       (0.11)       (0.06)          
Distributions from capital gains     (4)                                
Total distributions     (0.22)       (0.19)       (0.07)       (0.11)       (0.06)          
                                                   
Net asset value, end of period     $9.60       $8.01       $6.77       $8.09       $6.16         $6.55  
                                                   
Total return(5)     22.78%       21.30%       (15.47)%       33.26%       (5.17)%         10.46%  
                                                   
Net assets, end of period (in thousands)     $2,504       $202       $59       $45       $10         $1  
Average net assets for the period (in thousands)     $1,121       $70       $40       $29       $8         $1  
Ratio of gross expenses to average net assets(6)     1.12%       1.27%       1.41%       2.41%       4.81%         13.96%  
Ratio of net expenses to average net assets(6)     1.12%       1.26%       1.25%       0.54% (7)     0.31% (7)       1.25%  
Ratio of net investment income/(loss) to average net assets(6)     3.44%       1.24%       1.80%       3.12%       2.47%         (0.35)%  
Portfolio turnover rate     160%       143%       140%       179%       119% (5)       115%  

 

(1)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.
(2)  Period July 6, 2009 (commencement of Class T Shares) through July 31, 2009.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Less than $0.005 on a per share basis.

(5)  Not annualized for periods of less than one full year.
(6)  Annualized for periods of less than one full year.
(7)  Pursuant to a contractual agreement, Janus waived certain fees and expenses during the period. The ratio of net expenses to average net assets would have been 1.25% in 2011 and 1.25% in 2010 without the waiver of these fees and expenses.

 

65 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Growth Fund – Class A
          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $16.80       $14.43       $14.07       $10.52       $9.80         $12.88  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.09 (3)     0.33       0.16       0.23       0.14         0.14  
Net gain/(loss) on investments (both realized and unrealized)     4.36       2.19       0.29       3.44       0.64         (3.11)  
Total from investment operations     4.45       2.52       0.45       3.67       0.78         (2.97)  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.08)       (0.15)       (0.09)       (0.12)       (0.06)         (0.11)  
Distributions from capital gains                                      
Total distributions     (0.08)       (0.15)       (0.09)       (0.12)       (0.06)         (0.11)  
                                                   
Net asset value, end of period     $21.17       $16.80       $14.43       $14.07       $10.52         $9.80  
                                                   
Total return(4)     26.56%       17.57%       3.26%       35.03%       7.97%         (22.92)%  
                                                   
Net assets, end of period (in thousands)     $7,812       $5,445       $7,328       $9,208       $11,914         $18,215  
Average net assets for the period (in thousands)     $6,662       $6,267       $8,624       $9,550       $17,116         $20,041  
Ratio of gross expenses to average net assets(5)     0.95%       0.90%       0.92%       0.86%       0.90%         0.82%  
Ratio of net expenses to average net assets(5)     0.95%       0.90%       0.92%       0.86%       0.90%         0.82%  
Ratio of net investment income/(loss) to average net assets(5)     0.48%       0.85%       0.65%       0.62%       0.71%         1.01%  
Portfolio turnover rate     110%       81%       84%       96%       117% (4)       119%  

 

(1)  Effective July 6, 2009, Class A Shares of Janus Adviser INTECH Risk-Managed Growth Fund (the “predecessor fund”) were reorganized into Class A Shares of INTECH Risk-Managed Growth Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Not annualized for periods of less than one full year.
(5)  Annualized for periods of less than one full year.

 

66 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Growth Fund – Class C
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $16.18       $13.92       $13.58       $10.15       $9.50         $12.45  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     (0.03) (3)     0.04       (0.28)       (0.22)       (0.14)         (0.05)  
Net gain/(loss) on investments (both realized and unrealized)     4.20       2.28       0.62       3.65       0.81         (2.88)  
Total from investment operations     4.17       2.32       0.34       3.43       0.67         (2.93)  
                                                   
Less distributions and other:                                                  
Dividends from net investment income           (0.06)                   (0.02)         (0.02)  
Distributions from capital gains                                      
Redemption fees*     N/A       N/A                   (4)        
Total distributions and other           (0.06)                   (0.02)         (0.02)  
                                                   
Net asset value, end of period     $20.35       $16.18       $13.92       $13.58       $10.15         $9.50  
                                                   
Total return(5)     25.77%       16.70%       2.50%       33.79%       7.05%         (23.53)%  
                                                   
Net assets, end of period (in thousands)     $3,761       $3,232       $2,742       $3,717       $3,928         $4,921  
Average net assets for the period (in thousands)     $3,521       $2,999       $3,089       $4,005       $4,571         $5,469  
Ratio of gross expenses to average net assets(6)     1.59%       1.60%       1.71%       1.71%       2.82%         1.67%  
Ratio of net expenses to average net assets(6)     1.59%       1.60%       1.71%       1.70%       1.93%         1.62%  
Ratio of net investment income/(loss) to average net assets(6)     (0.15)%       0.15%       (0.15)%       (0.25)%       (0.32)%         0.21%  
Portfolio turnover rate     110%       81%       84%       96%       117% (5)       119%  

 

*    The redemption of Class S Shares, Class I Shares, or Class T Shares held for 90 days or less may be subject to the Fund’s 2.00% redemption fee. Redemption fees charged by any class may be allocated to all classes upon receipt of payment. The Fund’s redemption fees were eliminated effective April 2, 2012.
(1)  Effective July 6, 2009, Class C Shares of Janus Adviser INTECH Risk-Managed Growth Fund (the “predecessor fund”) were reorganized into Class C Shares of INTECH Risk-Managed Growth Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Redemption fees aggregated less than $0.005 on a per share basis for the period end.

(5)  Not annualized for periods of less than one full year.
(6)  Annualized for periods of less than one full year.

 

67 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Growth Fund – Class S
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $16.73       $14.39       $14.02       $10.48       $9.77         $12.81  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.08 (3)     0.15       (0.06)       0.33       0.20         0.33  
Net gain/(loss) on investments (both realized and unrealized)     4.33       2.33       0.49       3.31       0.56         (3.30)  
Total from investment operations     4.41       2.48       0.43       3.64       0.76         (2.97)  
                                                   
Less distributions and other:                                                  
Dividends from net investment income     (0.06)       (0.14)       (0.06)       (0.10)       (0.05)         (0.07)  
Distributions from capital gains                                      
Redemption fees(4)     N/A       N/A       (5)     (5)     (5)       (5)
Total distributions and other     (0.06)       (0.14)       (0.06)       (0.10)       (0.05)         (0.07)  
                                                   
Net asset value, end of period     $21.08       $16.73       $14.39       $14.02       $10.48         $9.77  
                                                   
Total return(6)     26.40%       17.36%       3.14%       34.77%       7.73%         (23.09)%  
                                                   
Net assets, end of period (in thousands)     $12,212       $18,867       $17,270       $13,963       $15,629         $20,051  
Average net assets for the period (in thousands)     $18,031       $17,704       $15,590       $14,606       $18,507         $40,058  
Ratio of gross expenses to average net assets(7)     1.06%       1.06%       1.07%       1.07%       1.12%         1.04%  
Ratio of net expenses to average net assets(7)     1.06%       1.06%       1.07%       1.07%       1.12%         1.04%  
Ratio of net investment income/(loss) to average net assets(7)     0.41%       0.70%       0.52%       0.40%       0.49%         0.77%  
Portfolio turnover rate     110%       81%       84%       96%       117% (6)       119%  

 

(1)  Effective July 6, 2009, Class S Shares of Janus Adviser INTECH Risk-Managed Growth Fund (the “predecessor fund”) were reorganized into Class S Shares of INTECH Risk-Managed Growth Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Redemption fees were eliminated effective April 2, 2012.

(5)  Redemption fees aggregated less than $0.005 on a per share basis for the fiscal year or period end.

(6)  Not annualized for periods of less than one full year.
(7)  Annualized for periods of less than one full year.

 

68 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Growth Fund – Class I
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $16.68       $14.35       $13.97       $10.45       $9.72         $12.84  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.16 (3)     0.18       0.13       0.13       0.12         0.12  
Net gain/(loss) on investments (both realized and unrealized)     4.33       2.36       0.37       3.55       0.69         (3.07)  
Total from investment operations     4.49       2.54       0.50       3.68       0.81         (2.95)  
                                                   
Less distributions and other:                                                  
Dividends from net investment income     (0.14)       (0.21)       (0.12)       (0.16)       (0.08)         (0.17)  
Distributions from capital gains                                      
Redemption fees(4)     N/A       N/A       (5)     (5)     (5)       (5)
Total distributions and other     (0.14)       (0.21)       (0.12)       (0.16)       (0.08)         (0.17)  
                                                   
Net asset value, end of period     $21.03       $16.68       $14.35       $13.97       $10.45         $9.72  
                                                   
Total return(6)     27.02%       17.89%       3.64%       35.31%       8.29%         (22.76)%  
                                                   
Net assets, end of period (in thousands)     $244,747       $218,980       $264,411       $323,567       $379,401         $807,347  
Average net assets for the period (in thousands)     $232,771       $258,682       $287,232       $329,686       $768,204         $857,115  
Ratio of gross expenses to average net assets(7)     0.61%       0.58%       0.62%       0.63%       0.62%         0.55%  
Ratio of net expenses to average net assets(7)     0.61%       0.58%       0.62%       0.63%       0.61%         0.55%  
Ratio of net investment income/(loss) to average net assets(7)     0.83%       1.20%       0.95%       0.84%       1.00%         1.30%  
Portfolio turnover rate     110%       81%       84%       96%       117% (6)       119%  

 

(1)  Effective July 6, 2009, Class I Shares of Janus Adviser INTECH Risk-Managed Growth Fund (the “predecessor fund”) were reorganized into Class I Shares of INTECH Risk-Managed Growth Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Redemption fees were eliminated effective April 2, 2012.

(5)  Redemption fees aggregated less than $0.005 on a per share basis for the fiscal year or period end.

(6)  Not annualized for periods of less than one full year.
(7)  Annualized for periods of less than one full year.

 

69 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Growth Fund – Class T
                          Period ended
    Years or Period ended June 30     July 31
    2014   2013   2012   2011   2010(1)     2009(2)
                                                   
Net asset value, beginning of period     $16.62       $14.33       $13.96       $10.48       $9.76         $8.98  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.11 (3)     0.26       0.12       0.11       0.06         0.01  
Net gain/(loss) on investments (both realized and unrealized)     4.33       2.24       0.33       3.54       0.73         0.77  
Total from investment operations     4.44       2.50       0.45       3.65       0.79         0.78  
                                                   
Less distributions and other:                                                  
Dividends from net investment income     (0.13)       (0.21)       (0.10)       (0.17)       (0.07)          
Distributions from capital gains                                      
Redemption fees(4)     N/A       N/A       0.02                      
Total distributions and other     (0.13)       (0.21)       (0.08)       (0.17)       (0.07)          
                                                   
Net asset value, end of period     $20.93       $16.62       $14.33       $13.96       $10.48         $9.76  
                                                   
Total return(5)     26.78%       17.61%       3.45%       34.99%       8.11%         8.69%  
                                                   
Net assets, end of period (in thousands)     $59,551       $15,642       $85       $58       $14         $1  
Average net assets for the period (in thousands)     $35,830       $4,390       $74       $33       $10         $1  
Ratio of gross expenses to average net assets(6)     0.81%       0.81%       0.83%       0.76%       0.85%         0.86%  
Ratio of net expenses to average net assets(6)     0.81%       0.81%       0.81%       0.76%       0.85%         0.85%  
Ratio of net investment income/(loss) to average net assets(6)     0.58%       0.82%       0.79%       0.63%       0.67%         0.72%  
Portfolio turnover rate     110%       81%       84%       96%       117% (5)       119%  

 

(1)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.
(2)  Period July 6, 2009 (commencement of Class T Shares) through July 31, 2009.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Redemption fees were eliminated effective April 2, 2012.
(5)  Not annualized for periods of less than one full year.
(6)  Annualized for periods of less than one full year.

 

70 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Value Fund – Class A
          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $12.45       $10.15       $10.03       $7.85       $7.36         $9.88  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.12 (3)     0.16       0.15       0.13       0.10         0.15  
Net gain/(loss) on investments (both realized and unrealized)     2.78       2.33       0.11       2.16       0.43         (2.35)  
Total from investment operations     2.90       2.49       0.26       2.29       0.53         (2.20)  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.11)       (0.19)       (0.14)       (0.11)       (0.04)         (0.32)  
Distributions from capital gains     (2.08)                                  
Total distributions     (2.19)       (0.19)       (0.14)       (0.11)       (0.04)         (0.32)  
                                                   
Net asset value, end of period     $13.16       $12.45       $10.15       $10.03       $7.85         $7.36  
                                                   
Total return(4)     24.98%       24.86%       2.71%       29.23%       7.21%         (22.01)%  
                                                   
Net assets, end of period (in thousands)     $1,424       $7,348       $5,494       $4,980       $3,694         $3,440  
Average net assets for the period (in thousands)     $8,530       $6,373       $5,099       $4,598       $3,815         $1,762  
Ratio of gross expenses to average net assets(5)     1.03%       0.97%       0.92%       0.95%       1.05%         1.33%  
Ratio of net expenses to average net assets(5)     1.01%       0.97%       0.92%       0.95%       1.01%         0.74%  
Ratio of net investment income/(loss) to average net assets(5)     0.91%       1.37%       1.54%       1.38%       1.26%         2.28%  
Portfolio turnover rate     150%       100%       100%       108%       92% (4)       100%  

 

(1)  Effective July 6, 2009, Class A Shares of Janus Adviser INTECH Risk-Managed Value Fund (the “predecessor fund”) were reorganized into Class A Shares of INTECH Risk-Managed Value Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Not annualized for periods of less than one full year.
(5)  Annualized for periods of less than one full year.

 

71 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Value Fund – Class C
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $12.43       $10.14       $9.94       $7.81       $7.35         $9.78  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.04 (3)     (0.08)       0.18       0.14       0.03         0.12  
Net gain/(loss) on investments (both realized and unrealized)     2.77       2.49       0.02       2.05       0.45         (2.34)  
Total from investment operations     2.81       2.41       0.20       2.19       0.48         (2.22)  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.07)       (0.12)             (0.06)       (0.02)         (0.21)  
Distributions from capital gains     (2.08)                                  
Total distributions     (2.15)       (0.12)             (0.06)       (0.02)         (0.21)  
                                                   
Net asset value, end of period     $13.09       $12.43       $10.14       $9.94       $7.81         $7.35  
                                                   
Total return(4)     24.20%       23.97%       2.01%       28.03%       6.51%         (22.52)%  
                                                   
Net assets, end of period (in thousands)     $861       $380       $147       $217       $330         $281  
Average net assets for the period (in thousands)     $643       $206       $164       $432       $324         $266  
Ratio of gross expenses to average net assets(5)     1.67%       1.69%       1.72%       1.74%       1.80%         1.99%  
Ratio of net expenses to average net assets(5)     1.67%       1.69%       1.61%       1.74%       1.76%         1.47%  
Ratio of net investment income/(loss) to average net assets(5)     0.31%       0.57%       0.81%       0.58%       0.51%         1.94%  
Portfolio turnover rate     150%       100%       100%       108%       92% (4)       100%  

 

(1)  Effective July 6, 2009, Class C Shares of Janus Adviser INTECH Risk-Managed Value Fund (the “predecessor fund”) were reorganized into Class C Shares of INTECH Risk-Managed Value Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Not annualized for periods of less than one full year.
(5)  Annualized for periods of less than one full year.

 

72 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Value Fund – Class S
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $12.53       $10.15       $10.02       $7.85       $7.37         $9.86  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.11 (3)     0.90       0.13       0.15       0.08         0.17  
Net gain/(loss) on investments (both realized and unrealized)     2.82       1.63       0.11       2.11       0.44         (2.38)  
Total from investment operations     2.93       2.53       0.24       2.26       0.52         (2.21)  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.11)       (0.15)       (0.11)       (0.09)       (0.04)         (0.28)  
Distributions from capital gains     (2.08)                                  
Total distributions     (2.19)       (0.15)       (0.11)       (0.09)       (0.04)         (0.28)  
                                                   
Net asset value, end of period     $13.27       $12.53       $10.15       $10.02       $7.85         $7.37  
                                                   
Total return(4)     25.01%       25.12%       2.48%       28.81%       7.00%         (22.15)%  
                                                   
Net assets, end of period (in thousands)     $64       $64       $221       $216       $214         $200  
Average net assets for the period (in thousands)     $63       $132       $208       $254       $225         $192  
Ratio of gross expenses to average net assets(5)     1.23%       1.16%       1.15%       1.17%       1.27%         1.44%  
Ratio of net expenses to average net assets(5)     1.08%       0.97%       1.09%       1.17%       1.26%         0.97%  
Ratio of net investment income/(loss) to average net assets(5)     0.88%       1.41%       1.36%       1.16%       1.02%         2.43%  
Portfolio turnover rate     150%       100%       100%       108%       92% (4)       100%  

 

(1)  Effective July 6, 2009, Class S Shares of Janus Adviser INTECH Risk-Managed Value Fund (the “predecessor fund”) were reorganized into Class S Shares of INTECH Risk-Managed Value Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Not annualized for periods of less than one full year.
(5)  Annualized for periods of less than one full year.

 

73 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Value Fund – Class I
                          Year ended
    Years or Period ended June 30     July 31(1)
    2014   2013   2012   2011   2010(2)     2009
                                                   
Net asset value, beginning of period     $12.51       $10.19       $10.07       $7.89       $7.37         $9.91  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.17 (3)     0.22       0.17       0.15       0.11         0.18  
Net gain/(loss) on investments (both realized and unrealized)     2.80       2.32       0.12       2.16       0.45         (2.38)  
Total from investment operations     2.97       2.54       0.29       2.31       0.56         (2.20)  
                                                   
Less distributions and other:                                                  
Dividends from net investment income     (0.15)       (0.22)       (0.17)       (0.13)       (0.04)         (0.34)  
Distributions from capital gains     (2.08)                                  
Redemption fees(4)     N/A       N/A       (5)           (5)       (5)
Total distributions and other     (2.23)       (0.22)       (0.17)       (0.13)       (0.04)         (0.34)  
                                                   
Net asset value, end of period     $13.25       $12.51       $10.19       $10.07       $7.89         $7.37  
                                                   
Total return(6)     25.48%       25.23%       2.96%       29.38%       7.62%         (21.96)%  
                                                   
Net assets, end of period (in thousands)     $104,039       $77,625       $93,800       $93,695       $66,137         $59,647  
Average net assets for the period (in thousands)     $86,864       $93,335       $89,976       $84,034       $69,502         $53,614  
Ratio of gross expenses to average net assets(7)     0.66%       0.67%       0.67%       0.68%       0.77%         0.96%  
Ratio of net expenses to average net assets(7)     0.66%       0.67%       0.67%       0.68%       0.75%         0.61%  
Ratio of net investment income/(loss) to average net assets(7)     1.32%       1.71%       1.78%       1.64%       1.53%         2.79%  
Portfolio turnover rate     150%       100%       100%       108%       92% (6)       100%  

 

(1)  Effective July 6, 2009, Class I Shares of Janus Adviser INTECH Risk-Managed Value Fund (the “predecessor fund”) were reorganized into Class I Shares of INTECH Risk-Managed Value Fund. The predecessor fund had a fiscal year end of July 31.
(2)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Redemption fees were eliminated effective April 2, 2012.

(5)  Redemption fees aggregated less than $0.005 on a per share basis for the fiscal year or period end.

(6)  Not annualized for periods of less than one full year.
(7)  Annualized for periods of less than one full year.

 

74 | Janus Investment Fund

 

 

 

                                                   
INTECH U.S. Value Fund – Class T
                          Period ended
    Years or Period ended June 30     July 31
    2014   2013   2012   2011   2010(1)     2009(2)
                                                   
Net asset value, beginning of period     $12.48       $10.18       $10.05       $7.87       $7.37         $6.63  
                                                   
Income from investment operations:                                                  
Net investment income/(loss)     0.14 (3)     0.19       0.13       0.15       0.05         0.01  
Net gain/(loss) on investments (both realized and unrealized)     2.80       2.31       0.13       2.15       0.49         0.73  
Total from investment operations     2.94       2.50       0.26       2.30       0.54         0.74  
                                                   
Less distributions:                                                  
Dividends from net investment income     (0.15)       (0.20)       (0.13)       (0.12)       (0.04)          
Distributions from capital gains     (2.08)                                  
Total distributions     (2.23)       (0.20)       (0.13)       (0.12)       (0.04)          
                                                   
Net asset value, end of period     $13.19       $12.48       $10.18       $10.05       $7.87         $7.37  
                                                   
Total return(4)     25.27%       24.84%       2.73%       29.29%       7.31%         11.16%  
                                                   
Net assets, end of period (in thousands)     $18,659       $479       $58       $17       $33         $1  
Average net assets for the period (in thousands)     $9,758       $205       $36       $35       $20         $1  
Ratio of gross expenses to average net assets(5)     0.90%       0.91%       0.89%       0.95%       0.99%         1.47%  
Ratio of net expenses to average net assets(5)     0.90%       0.89%       0.89%       0.95%       1.00%         1.00%  
Ratio of net investment income/(loss) to average net assets(5)     1.09%       1.28%       1.54%       1.39%       1.20%         2.08%  
Portfolio turnover rate     150%       100%       100%       108%       92% (4)       100%  

 

(1)  Period August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end to June 30.
(2)  Period July 6, 2009 (commencement of Class T Shares) through July 31, 2009.

(3)  Per share amounts are calculated using the average shares outstanding method.

(4)  Not annualized for periods of less than one full year.
(5)  Annualized for periods of less than one full year.

 

75 | Janus Investment Fund

 

 

 

Glossary of investment terms

 

 

This glossary provides a more detailed description of some of the types of securities, investment strategies, and other instruments in which the Funds may invest, as well as some general investment terms. The Funds may invest in these instruments to the extent permitted by their investment objectives and policies. The Funds are not limited by this discussion and may invest in any other types of instruments not precluded by the policies discussed elsewhere in this Prospectus.

 

EQUITY AND DEBT SECURITIES

 

Average-Weighted Effective Maturity is a measure of a bond’s maturity. The stated maturity of a bond is the date when the issuer must repay the bond’s entire principal value to an investor. Some types of bonds may also have an “effective maturity” that is shorter than the stated date due to prepayment or call provisions. Securities without prepayment or call provisions generally have an effective maturity equal to their stated maturity. Average-weighted effective maturity is calculated by averaging the effective maturity of bonds held by a Fund with each effective maturity “weighted” according to the percentage of net assets that it represents.

 

Bank loans include institutionally-traded floating and fixed-rate debt securities generally acquired as a participation interest in or assignment of a loan originated by a lender or financial institution. Assignments and participations involve credit, interest rate, and liquidity risk. Interest rates on floating rate securities adjust with interest rate changes and/or issuer credit quality. If a Fund purchases a participation interest, it may only be able to enforce its rights through the lender and may assume the credit risk of both the borrower and the lender. There are also risks involved in purchasing assignments. If a loan is foreclosed, a Fund may become part owner of any collateral securing the loan and may bear the costs and liabilities associated with owning and disposing of any collateral. The Fund could be held liable as a co-lender. In addition, there is no assurance that the liquidation of any collateral from a secured loan would satisfy a borrower’s obligations or that any collateral could be liquidated. A Fund may have difficulty trading assignments and participations to third parties or selling such securities in secondary markets, which in turn may affect the Fund’s NAV.

 

Bonds are debt securities issued by a company, municipality, government, or government agency. The issuer of a bond is required to pay the holder the amount of the loan (or par value of the bond) at a specified maturity and to make scheduled interest payments.

 

Certificates of Participation (“COPs”) are certificates representing an interest in a pool of securities. Holders are entitled to a proportionate interest in the underlying securities. Municipal lease obligations are often sold in the form of COPs. Refer to “Municipal lease obligations” below.

 

Commercial paper is a short-term debt obligation with a maturity ranging from 1 to 270 days issued by banks, corporations, and other borrowers to investors seeking to invest idle cash. A Fund may purchase commercial paper issued in private placements under Section 4(2) of the Securities Act of 1933, as amended (the “1933 Act”).

 

Common stocks are equity securities representing shares of ownership in a company and usually carry voting rights and earn dividends. Unlike preferred stock, dividends on common stock are not fixed but are declared at the discretion of the issuer’s board of directors.

 

Convertible securities are preferred stocks or bonds that pay a fixed dividend or interest payment and are convertible into common stock at a specified price or conversion ratio.

 

Debt securities are securities representing money borrowed that must be repaid at a later date. Such securities have specific maturities and usually a specific rate of interest or an original purchase discount.

 

Depositary receipts are receipts for shares of a foreign-based corporation that entitle the holder to dividends and capital gains on the underlying security. Receipts include those issued by domestic banks (American Depositary Receipts), foreign banks (Global or European Depositary Receipts), and broker-dealers (depositary shares).

 

Duration is the time it will take investors to recoup their investment in a bond. Unlike average maturity, duration reflects both principal and interest payments. Generally, the higher the coupon rate on a bond, the lower its duration will be. The duration of a bond portfolio is calculated by averaging the duration of bonds held by a Fund with each duration “weighted” according to the percentage of net assets that it represents. Because duration accounts for interest payments, a Fund’s duration is usually shorter than its average maturity.

 

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Equity securities generally include domestic and foreign common stocks; preferred stocks; securities convertible into common stocks or preferred stocks; warrants to purchase common or preferred stocks; and other securities with equity characteristics.

 

Exchange-traded funds (“ETFs”) are index-based investment companies which hold substantially all of their assets in securities with equity characteristics. As a shareholder of another investment company, a Fund would bear its pro rata portion of the other investment company’s expenses, including advisory fees, in addition to the expenses the Fund bears directly in connection with its own operations.

 

Fixed-income securities are securities that pay a specified rate of return. The term generally includes short- and long-term government, corporate, and municipal obligations that pay a specified rate of interest, dividends, or coupons for a specified period of time. Coupon and dividend rates may be fixed for the life of the issue or, in the case of adjustable and floating rate securities, for a shorter period.

 

High-yield/high-risk bonds are bonds that are rated below investment grade by the primary rating agencies (i.e., BB+ or lower by Standard & Poor’s and Fitch, or Ba or lower by Moody’s). Other terms commonly used to describe such bonds include “lower rated bonds,” “non-investment grade bonds,” and “junk bonds.”

 

Industrial development bonds are revenue bonds that are issued by a public authority but which may be backed only by the credit and security of a private issuer and may involve greater credit risk. Refer to “Municipal securities” below.

 

Mortgage- and asset-backed securities are shares in a pool of mortgages or other debt instruments. These securities are generally pass-through securities, which means that principal and interest payments on the underlying securities (less servicing fees) are passed through to shareholders on a pro rata basis. These securities involve prepayment risk, which is the risk that the underlying mortgages or other debt may be refinanced or paid off prior to their maturities during periods of declining interest rates. In that case, a Fund may have to reinvest the proceeds from the securities at a lower rate. Potential market gains on a security subject to prepayment risk may be more limited than potential market gains on a comparable security that is not subject to prepayment risk.

 

Mortgage dollar rolls are transactions in which a Fund sells a mortgage-related security, such as a security issued by Government National Mortgage Association, to a dealer and simultaneously agrees to purchase a similar security (but not the same security) in the future at a predetermined price. A “dollar roll” can be viewed as a collateralized borrowing in which a Fund pledges a mortgage-related security to a dealer to obtain cash.

 

Municipal lease obligations are revenue bonds backed by leases or installment purchase contracts for property or equipment. Lease obligations may not be backed by the issuing municipality’s credit and may involve risks not normally associated with general obligation bonds and other revenue bonds. For example, their interest may become taxable if the lease is assigned and the holders may incur losses if the issuer does not appropriate funds for the lease payments on an annual basis, which may result in termination of the lease and possible default.

 

Municipal securities are bonds or notes issued by a U.S. state or political subdivision. A municipal security may be a general obligation backed by the full faith and credit (i.e., the borrowing and taxing power) of a municipality or a revenue obligation paid out of the revenues of a designated project, facility, or revenue source.

 

Pass-through securities are shares or certificates of interest in a pool of debt obligations that have been repackaged by an intermediary, such as a bank or broker-dealer.

 

Passive foreign investment companies (“PFICs”) are any foreign corporations which generate certain amounts of passive income or hold certain amounts of assets for the production of passive income. Passive income includes dividends, interest, royalties, rents, and annuities. To avoid taxes and interest that a Fund must pay if these investments are profitable, the Fund may make various elections permitted by the tax laws. These elections could require that a Fund recognize taxable income, which in turn must be distributed, before the securities are sold and before cash is received to pay the distributions.

 

Pay-in-kind bonds are debt securities that normally give the issuer an option to pay cash at a coupon payment date or give the holder of the security a similar bond with the same coupon rate and a face value equal to the amount of the coupon payment that would have been made.

 

Preferred stocks are equity securities that generally pay dividends at a specified rate and have preference over common stock in the payment of dividends and liquidation. Preferred stock generally does not carry voting rights.

 

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Real estate investment trust (“REIT”) is an investment trust that operates through the pooled capital of many investors who buy its shares. Investments are in direct ownership of either income property or mortgage loans.

 

Rule 144A securities are securities that are not registered for sale to the general public under the 1933 Act, but that may be resold to certain institutional investors.

 

Standby commitment is a right to sell a specified underlying security or securities within a specified period of time and at an exercise price equal to the amortized cost of the underlying security or securities plus accrued interest, if any, at the time of exercise, that may be sold, transferred, or assigned only with the underlying security or securities. A standby commitment entitles the holder to receive same day settlement, and will be considered to be from the party to whom the investment company will look for payment of the exercise price.

 

Step coupon bonds are high-quality issues with above-market interest rates and a coupon that increases over the life of the bond. They may pay monthly, semiannual, or annual interest payments. On the date of each coupon payment, the issuer decides whether to call the bond at par, or whether to extend it until the next payment date at the new coupon rate.

 

Strip bonds are debt securities that are stripped of their interest (usually by a financial intermediary) after the securities are issued. The market value of these securities generally fluctuates more in response to changes in interest rates than interest-paying securities of comparable maturity.

 

Tender option bonds are relatively long-term bonds that are coupled with the option to tender the securities to a bank, broker-dealer, or other financial institution at periodic intervals and receive the face value of the bond. This investment structure is commonly used as a means of enhancing a security’s liquidity.

 

U.S. Government securities include direct obligations of the U.S. Government that are supported by its full faith and credit. Treasury bills have initial maturities of less than one year, Treasury notes have initial maturities of one to ten years, and Treasury bonds may be issued with any maturity but generally have maturities of at least ten years. U.S. Government securities also include indirect obligations of the U.S. Government that are issued by federal agencies and government sponsored entities. Unlike Treasury securities, agency securities generally are not backed by the full faith and credit of the U.S. Government. Some agency securities are supported by the right of the issuer to borrow from the Treasury, others are supported by the discretionary authority of the U.S. Government to purchase the agency’s obligations, and others are supported only by the credit of the sponsoring agency.

 

Variable and floating rate securities have variable or floating rates of interest and, under certain limited circumstances, may have varying principal amounts. Variable and floating rate securities pay interest at rates that are adjusted periodically according to a specified formula, usually with reference to some interest rate index or market interest rate (the “underlying index”). The floating rate tends to decrease the security’s price sensitivity to changes in interest rates.

 

Warrants are securities, typically issued with preferred stock or bonds, which give the holder the right to buy a proportionate amount of common stock at a specified price. The specified price is usually higher than the market price at the time of issuance of the warrant. The right may last for a period of years or indefinitely.

 

Zero coupon bonds are debt securities that do not pay regular interest at regular intervals, but are issued at a discount from face value. The discount approximates the total amount of interest the security will accrue from the date of issuance to maturity. The market value of these securities generally fluctuates more in response to changes in interest rates than interest-paying securities.

 

FUTURES, OPTIONS, AND OTHER DERIVATIVES

 

Credit default swaps are a specific kind of counterparty agreement that allows the transfer of third party credit risk from one party to the other. One party in the swap is a lender and faces credit risk from a third party, and the counterparty in the credit default swap agrees to insure this risk in exchange for regular periodic payments.

 

Derivatives are financial instruments whose performance is derived from the performance of another asset (stock, bond, commodity, currency, interest rate or market index). Types of derivatives can include, but are not limited to options, forward contracts, swaps, and futures contracts.

 

Equity-linked structured notes are derivative securities which are specially designed to combine the characteristics of one or more underlying securities and their equity derivatives in a single note form. The return and/or yield or income component

 

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may be based on the performance of the underlying equity securities, an equity index, and/or option positions. Equity-linked structured notes are typically offered in limited transactions by financial institutions in either registered or non-registered form. An investment in equity-linked notes creates exposure to the credit risk of the issuing financial institution, as well as to the market risk of the underlying securities. There is no guaranteed return of principal with these securities, and the appreciation potential of these securities may be limited by a maximum payment or call right. In certain cases, equity-linked notes may be more volatile and less liquid than less complex securities or other types of fixed-income securities. Such securities may exhibit price behavior that does not correlate with other fixed-income securities.

 

Equity swaps involve the exchange by two parties of future cash flow (e.g., one cash flow based on a referenced interest rate and the other based on the performance of stock or a stock index).

 

Forward contracts are contracts to purchase or sell a specified amount of a financial instrument for an agreed upon price at a specified time. Forward contracts are not currently exchange-traded and are typically negotiated on an individual basis. A Fund may enter into forward currency contracts for investment purposes or to hedge against declines in the value of securities denominated in, or whose value is tied to, a currency other than the U.S. dollar or to reduce the impact of currency appreciation on purchases of such securities. It may also enter into forward contracts to purchase or sell securities or other financial indices.

 

Futures contracts are contracts that obligate the buyer to receive and the seller to deliver an instrument or money at a specified price on a specified date. A Fund may buy and sell futures contracts on foreign currencies, securities, and financial indices including indices of U.S. Government, foreign government, equity, or fixed-income securities. A Fund may also buy options on futures contracts. An option on a futures contract gives the buyer the right, but not the obligation, to buy or sell a futures contract at a specified price on or before a specified date. Futures contracts and options on futures are standardized and traded on designated exchanges.

 

Indexed/structured securities are typically short- to intermediate-term debt securities whose value at maturity or interest rate is linked to currencies, interest rates, equity securities, indices, commodity prices, or other financial indicators. Such securities may be positively or negatively indexed (e.g., their value may increase or decrease if the reference index or instrument appreciates). Indexed/structured securities may have return characteristics similar to direct investments in the underlying instruments and may be more volatile than the underlying instruments. A Fund bears the market risk of an investment in the underlying instruments, as well as the credit risk of the issuer.

 

Interest rate swaps involve the exchange by two parties of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments).

 

Inverse floaters are debt instruments whose interest rate bears an inverse relationship to the interest rate on another instrument or index. For example, upon reset, the interest rate payable on the inverse floater may go down when the underlying index has risen. Certain inverse floaters may have an interest rate reset mechanism that multiplies the effects of change in the underlying index. Such mechanism may increase the volatility of the security’s market value.

 

Options are the right, but not the obligation, to buy or sell a specified amount of securities or other assets on or before a fixed date at a predetermined price. A Fund may purchase and write put and call options on securities, securities indices, and foreign currencies. A Fund may purchase or write such options individually or in combination.

 

Participatory notes are derivative securities which are linked to the performance of an underlying Indian security and which allow investors to gain market exposure to Indian securities without trading directly in the local Indian market.

 

Total return swaps involve an exchange by two parties in which one party makes payments based on a set rate, either fixed or variable, while the other party makes payments based on the return of an underlying asset, which includes both the income it generates and any capital gains over the payment period.

 

OTHER INVESTMENTS, STRATEGIES, AND/OR TECHNIQUES

 

Cash sweep program is an arrangement in which a Fund’s uninvested cash balance is used to purchase shares of affiliated or non-affiliated money market funds or cash management pooled investment vehicles at the end of each day.

 

Diversification is a classification given to a fund under the Investment Company Act of 1940, as amended (the “1940 Act”). Funds are classified as either “diversified” or “nondiversified.” To be classified as “diversified” under the 1940 Act, a fund

 

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may not, with respect to 75% of its total assets, invest more than 5% of its total assets in any issuer and may not own more than 10% of the outstanding voting securities of an issuer. A fund that is classified as “nondiversified” under the 1940 Act, on the other hand, has the flexibility to take larger positions in a smaller number of issuers than a fund that is classified as “diversified.” However, because the appreciation or depreciation of a single security may have a greater impact on the net asset value of a fund which is classified as nondiversified, its share price can be expected to fluctuate more than a comparable fund which is classified as diversified.

 

Industry concentration for purposes under the 1940 Act is the investment of 25% or more of a Fund’s total assets in an industry or group of industries.

 

Leverage occurs when a Fund increases its assets available for investment using reverse repurchase agreements or other similar transactions. In addition, other investment techniques, such as short sales and certain derivative transactions, can create a leveraging effect. Engaging in transactions using leverage or those having a leveraging effect subjects a Fund to certain risks. Leverage can magnify the effect of any gains or losses, causing a Fund to be more volatile than if it had not been leveraged. Certain commodity-linked derivative investments may subject a Fund to leveraged market exposure to commodities. In addition, a Fund’s assets that are used as collateral to secure short sale transactions may decrease in value while the short positions are outstanding, which may force the Fund to use its other assets to increase collateral. There is no assurance that a leveraging strategy will be successful.

 

Market capitalization is the most commonly used measure of the size and value of a company. It is computed by multiplying the current market price of a share of the company’s stock by the total number of its shares outstanding. Market capitalization is an important investment criterion for certain funds, while others do not emphasize investments in companies of any particular size.

 

Net long is a term used to describe when a Fund’s assets committed to long positions exceed those committed to short positions.

 

Repurchase agreements involve the purchase of a security by a Fund and a simultaneous agreement by the seller (generally a bank or dealer) to repurchase the security from the Fund at a specified date or upon demand. This technique offers a method of earning income on idle cash. These securities involve the risk that the seller will fail to repurchase the security, as agreed. In that case, a Fund will bear the risk of market value fluctuations until the security can be sold and may encounter delays and incur costs in liquidating the security.

 

Reverse repurchase agreements involve the sale of a security by a Fund to another party (generally a bank or dealer) in return for cash and an agreement by the Fund to buy the security back at a specified price and time. This technique will be used primarily to provide cash to satisfy unusually high redemption requests, or for other temporary or emergency purposes.

 

Short sales in which a Fund may engage may be either “short sales against the box” or other short sales. Short sales against the box involve selling short a security that a Fund owns, or the Fund has the right to obtain the amount of the security sold short at a specified date in the future. A Fund may also enter into a short sale to hedge against anticipated declines in the market price of a security or to reduce portfolio volatility. If the value of a security sold short increases prior to the scheduled delivery date, the Fund loses the opportunity to participate in the gain. For short sales, the Fund will incur a loss if the value of a security increases during this period because it will be paying more for the security than it has received from the purchaser in the short sale. If the price declines during this period, a Fund will realize a short-term capital gain. Although a Fund’s potential for gain as a result of a short sale is limited to the price at which it sold the security short less the cost of borrowing the security, its potential for loss is theoretically unlimited because there is no limit to the cost of replacing the borrowed security.

 

When-issued, delayed delivery, and forward commitment transactions generally involve the purchase of a security with payment and delivery at some time in the future – i.e., beyond normal settlement. A Fund does not earn interest on such securities until settlement and bears the risk of market value fluctuations in between the purchase and settlement dates. New issues of stocks and bonds, private placements, and U.S. Government securities may be sold in this manner.

 

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You can make inquiries and request other information, including a Statement of Additional Information, annual report, or semiannual report (as they become available), free of charge, by contacting your plan sponsor, broker-dealer, or financial intermediary, or by contacting a Janus representative at 1-877-335-2687. The Funds’ Statement of Additional Information and most recent annual and semiannual reports are also available, free of charge, at janus.com/info. Additional information about the Funds’ investments is available in the Funds’ annual and semiannual reports. In the Funds’ annual and semiannual reports, you will find a discussion of the market conditions and investment strategies that significantly affected the Funds’ performance during their last fiscal period. Other information is also available from financial intermediaries that sell Shares of the Funds.

 

The Statement of Additional Information provides detailed information about the Funds and is incorporated into this Prospectus by reference. You may review and copy information about the Funds (including the Funds’ Statement of Additional Information) at the Public Reference Room of the SEC or get text only copies, after paying a duplicating fee, by sending an electronic request by e-mail to publicinfo@sec.gov or by writing to or calling the Commission’s Public Reference Section, Washington, D.C. 20549-1520 (1-202-551-8090). Information on the operation of the Public Reference Room may also be obtained by calling this number. You may also obtain reports and other information about the Funds from the Electronic Data Gathering Analysis and Retrieval (EDGAR) Database on the SEC’s website at http://www.sec.gov.

 

 

janus.com

 

151 Detroit Street

Denver, CO 80206-4805

1-877-335-2687

 

The Trust’s Investment Company Act File No. is 811-1879.

 

 
 

 

                                                                                                          6 October 28, 2014

 

    Class A
Shares
Ticker
  Class C
Shares
Ticker
  Class D
Shares
Ticker
  Class I
Shares
Ticker
  Class N
Shares
Ticker
  Class R
Shares
Ticker
  Class S
Shares
Ticker
  Class T
Shares
Ticker
Fixed Income                                
Janus Flexible Bond Fund   JDFAX   JFICX   JANFX   JFLEX   JDFNX   JDFRX   JADFX   JAFIX
Janus Global Bond Fund   JGBAX   JGBCX   JGBDX   JGBIX   JGLNX   N/A   JGBSX   JHBTX
Janus High-Yield Fund   JHYAX   JDHCX   JNHYX   JHYFX   JHYNX   JHYRX   JDHYX   JAHYX
Janus Multi-Sector Income Fund   JMUAX   JMUCX   JMUDX   JMUIX   JMTNX   N/A   JMUSX   JMUTX
Janus Real Return Fund   JURAX   JURCX   JURDX   JURIX   N/A   N/A   JURSX   JURTX
Janus Short-Term Bond Fund   JSHAX   JSHCX   JNSTX   JSHIX   JSHNX   N/A   JSHSX   JASBX
Mathematical                                
INTECH Global Dividend Fund   JGDAX   JGDCX   JGDDX   JGDIX    JGGNX*   N/A   JGDSX   JDGTX
INTECH International Fund   JMIAX   JMICX   N/A   JMIIX    JMRNX*   N/A   JMISX   JRMTX
INTECH U.S. Core Fund   JDOAX   JLCCX   JIRMX   JRMCX   JRCNX   N/A   JLCIX   JRMSX
INTECH U.S. Growth Fund   JDRAX   JCGCX   N/A   JRMGX    JGRNX*   N/A   JCGIX   JDRTX
INTECH U.S. Value Fund   JRSAX   JRSCX   N/A   JRSIX   JRSNX   N/A   JRSSX   JRSTX
Value                                
Perkins Large Cap Value Fund   JAPAX   JAPCX   JNPLX   JAPIX   JPLNX   N/A   JAPSX   JPLTX
Perkins Mid Cap Value Fund‡   JDPAX   JMVCX   JNMCX   JMVAX   JDPNX   JDPRX   JMVIX   JMCVX
Perkins Select Value Fund   JVSAX   JVSCX   JSVDX   JVSIX    JVSNX*   N/A   JSVSX   JSVTX
Perkins Small Cap Value Fund‡   JDSAX   JCSCX   JNPSX   JSCOX   JDSNX   JDSRX   JISCX   JSCVX
Perkins Value Plus Income Fund   JPVAX   JPVCX   JPVDX   JPVIX    JPVNX*   N/A   JPVSX   JPVTX

 

 

 

 

 

 

Janus Investment Fund

 

Statement of Additional Information

 

 

 

 

 

 

     
  †  Class D Shares are closed to certain new investors.
  Not currently offered.
  ‡  The Fund is closed to certain new investors.

 

This Statement of Additional Information (“SAI”) expands upon and supplements the information contained in the current Prospectuses for Class A Shares, Class C Shares, Class D Shares, Class I Shares, Class N Shares, Class R Shares, Class S Shares, and Class T Shares (collectively, the “Shares”) of the Funds listed above, each of which is a separate series of Janus Investment Fund, a Massachusetts business trust (the “Trust”). Each of these series of the Trust represents shares of beneficial interest in a separate portfolio of securities and other assets with its own objective and policies. Certain Funds do not offer all classes of Shares.

 

This SAI is not a Prospectus and should be read in conjunction with the Funds’ Prospectuses dated October 28, 2014, and any supplements thereto, which are incorporated by reference into this SAI and may be obtained from your plan sponsor, broker-dealer, or other financial intermediary, or by contacting a Janus representative at 1-877-335-2687 (or 1-800-525-3713 if you hold Class D Shares). This SAI contains additional and more detailed information about the Funds’ operations and activities than the Prospectuses. The Annual Report, which contains important financial information about the Funds, is incorporated by reference into this SAI. The Annual and Semiannual Reports are available, without charge, from your plan sponsor, broker-dealer, or other financial intermediary, at janus.com/info (or janus.com/reports if you hold Class D Shares), or by contacting a Janus representative at 1-877-335-2687 (or 1-800-525-3713 if you hold Class D Shares). 

 
 

  

 

 
 

  

Table of contents

 

Classification, Investment Policies and Restrictions, and Investment Strategies and Risks 2
   
Investment Adviser and Subadvisers 44
   
Custodian, Transfer Agent, and Certain Affiliations 67
   
Portfolio Transactions and Brokerage 70
   
Shares of the Trust 75
Net Asset Value Determination 75
Purchases 77
Distribution and Shareholder Servicing Plans 81
Redemptions 83
   
Income Dividends, Capital Gains Distributions, and Tax Status 86
   
Trustees and Officers 90
   
Principal Shareholders 105
   
Miscellaneous Information 125
Shares of the Trust 126
Shareholder Meetings 126
Voting Rights 127
Master/Feeder Option 127
Independent Registered Public Accounting Firm 127
Registration Statement 127
   
Financial Statements 128
   
Appendix A 129
Explanation of Rating Categories 129

 

1

  

Classification, investment policies and restrictions,
and investment strategies and risks

 

JANUS INVESTMENT FUND

 

This Statement of Additional Information includes information about 16 series of the Trust. Each Fund is a series of the Trust, an open-end, management investment company.

 

Equity Funds. INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, INTECH U.S. Value Fund, Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and Perkins Value Plus Income Fund may be referred to collectively in this SAI as the “Equity Funds.”

 

Fixed-Income Funds. Janus Flexible Bond Fund, Janus Global Bond Fund, Janus High-Yield Fund, Janus Multi-Sector Income Fund, Janus Real Return Fund, and Janus Short-Term Bond Fund are referred to collectively in this SAI as the “Fixed-Income Funds.”

 

CLASSIFICATION

 

The Investment Company Act of 1940, as amended (“1940 Act”), classifies mutual funds as either diversified or nondiversified. Janus Flexible Bond Fund, Janus Global Bond Fund, Janus High-Yield Fund, Janus Multi-Sector Income Fund, Janus Real Return Fund, Janus Short-Term Bond Fund, INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, INTECH U.S. Value Fund, Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and Perkins Value Plus Income Fund are classified as diversified.

 

ADVISER

 

Janus Capital Management LLC (“Janus Capital” or “Janus”) is the investment adviser for each Fund and is responsible for the general oversight of each subadviser.

 

SUBADVISERS

 

Funds subadvised by INTECH. INTECH Investment Management LLC (“INTECH”) is the investment subadviser for INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, and INTECH U.S. Value Fund (together, the “INTECH Funds”).

 

Funds subadvised by Perkins. Perkins Investment Management LLC (“Perkins”) is the investment subadviser for Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and approximately half of Perkins Value Plus Income Fund (together, the “Value Funds”).

 

INVESTMENT POLICIES AND RESTRICTIONS APPLICABLE TO ALL FUNDS

 

The Funds are subject to certain fundamental policies and restrictions that may not be changed without shareholder approval. Shareholder approval means approval by the lesser of: (i) more than 50% of the outstanding voting securities of the Trust (or a particular Fund or particular class of shares if a matter affects just that Fund or that class of shares) or (ii) 67% or more of the voting securities present at a meeting if the holders of more than 50% of the outstanding voting securities of the Trust (or a particular Fund or class of shares) are present or represented by proxy. The following policies are fundamental policies of the Funds. Unless otherwise noted, each of these policies applies to each Fund, except policy (6), which applies as noted in that policy.

 

(1) With respect to 75% of its total assets, each of Janus Flexible Bond Fund, Janus Global Bond Fund, Janus High-Yield Fund, Janus Multi-Sector Income Fund, Janus Real Return Fund, Janus Short-Term Bond Fund, INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, INTECH U.S. Value Fund, Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and Perkins Value Plus Income Fund may not purchase securities of an issuer (other than the U.S. Government, its agencies, instrumentalities or authorities, or repurchase agreements collateralized by U.S. Government securities, and securities of other investment companies) if: (a) such purchase would, at the time, cause more than 5% of the Fund’s total assets taken at market value to be invested in the securities of such issuer or (b) such purchase would, at the time, result in more than 10% of the outstanding voting securities of such issuer being held by the Fund.

 

2

  

Each Fund may not:

 

(2) Invest 25% or more of the value of its total assets in any particular industry (other than U.S. Government securities).

 

(3) Purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this limitation shall not prevent a Fund from purchasing or selling foreign currencies, options, futures, swaps, forward contracts, or other derivative instruments, or from investing in securities or other instruments backed by physical commodities).

 

(4) Lend any security or make any other loan if, as a result, more than one-third of a Fund’s total assets would be lent to other parties (but this limitation does not apply to investments in repurchase agreements, commercial paper, debt securities, or loans, including assignments and participation interests).

 

(5) Act as an underwriter of securities issued by others, except to the extent that a Fund may be deemed an underwriter in connection with the disposition of its portfolio securities.

 

(6) Borrow money except that a Fund may borrow money for temporary or emergency purposes (not for leveraging or investment). Borrowings from banks will not, in any event, exceed one-third of the value of a Fund’s total assets (including the amount borrowed). This policy shall not prohibit short sales transactions, or futures, options, swaps, or forward transactions. The Funds may not issue “senior securities” in contravention of the 1940 Act. In the case of Janus Real Return Fund, this policy shall not prohibit short sales transactions, or futures, options, swaps, repurchase transactions (including reverse repurchase agreements), or forward transactions.

 

(7) Invest directly in real estate or interests in real estate; however, a Fund may own debt or equity securities issued by companies engaged in those businesses.

 

As a fundamental policy, a Fund may, notwithstanding any other investment policy or limitation (whether or not fundamental), invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies, and limitations as such Fund.

 

The Board of Trustees (“Trustees”) has adopted additional investment restrictions for the Funds. These restrictions are operating policies of the Funds and may be changed by the Trustees without shareholder approval. The additional restrictions adopted by the Trustees to date include the following:

 

(1) If a Fund is an approved underlying fund in a Janus fund of funds, the Fund may not acquire the securities of other investment companies or registered unit investment trusts in excess of the limits of Section 12(d)(1) of the 1940 Act in reliance on subparagraph (F) or subparagraph (G) of Section 12(d)(1).

 

(2) The Funds may sell securities short if they own or have the right to obtain securities equivalent in kind and amount to the securities sold short without the payment of any additional consideration therefor (“short sales against the box”). In addition, each Fund may engage in short sales other than against the box, which involve selling a security that a Fund borrows and does not own. The Trustees may impose limits on a Fund’s investments in short sales, as described in the Fund’s Prospectuses. Transactions in futures, options, swaps, and forward contracts not involving short sales are not deemed to constitute selling securities short.

 

(3) The Funds do not intend to purchase securities on margin, except that the Funds may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments and other deposits in connection with transactions involving short sales, futures, options, swaps, forward contracts, and other permitted investment techniques shall not be deemed to constitute purchasing securities on margin.

 

(4) A Fund may not mortgage or pledge any securities owned or held by such Fund in amounts that exceed, in the aggregate, 15% of that Fund’s net asset value (“NAV”), provided that this limitation does not apply to: reverse repurchase agreements; deposits of assets to margin; guarantee positions in futures, options, swaps, or forward contracts; or the segregation of assets in connection with such contracts.

 

(5) The Funds do not currently intend to purchase any security or enter into a repurchase agreement if, as a result, more than 15% of their respective net assets would be invested in repurchase agreements not entitling the holder to payment of principal and interest within seven days and in securities that are illiquid by virtue of legal or contractual restrictions on resale or the absence of a readily available market. The Trustees, or the Funds’ investment adviser acting pursuant to authority delegated by the Trustees, may determine that a readily available market exists for: securities eligible for resale pursuant to Rule 144A under the Securities Act of 1933, as amended (“Rule 144A Securities”), or any successor to such rule;

 

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Section 4(2) commercial paper; and municipal lease obligations. Accordingly, such securities may not be subject to the foregoing limitation. Certain securities previously deemed liquid may become illiquid in any subsequent assessment of liquidity factors affecting the security.

 

(6) The Funds may not invest in companies for the purpose of exercising control of management.

 

Under the terms of an exemptive order received from the Securities and Exchange Commission (“SEC”), each Fund may borrow money from or lend money to other funds that permit such transactions and for which Janus Capital or one of its affiliates serves as investment adviser. All such borrowing and lending will be subject to the above limits and to the limits and other conditions in such exemptive order. A Fund will borrow money through the program only when the costs are equal to or lower than the cost of bank loans. Interfund loans and borrowings normally extend overnight, but can have a maximum duration of seven days. A Fund will lend through the program only when the returns are higher than those available from other short-term instruments (such as repurchase agreements). A Fund may have to borrow from a bank at a higher interest rate if an interfund loan is called or not renewed. Any delay in repayment to a lending Fund could result in a lost investment opportunity or additional borrowing costs.

 

For purposes of these investment restrictions, the identification of the issuer of a municipal obligation depends on the terms and conditions of the security. When assets and revenues of a political subdivision are separate from those of the government that created the subdivision and the security is backed only by the assets and revenues of the subdivision, the subdivision is deemed to be the sole issuer. Similarly, in the case of an industrial development bond, if the bond is backed only by assets and revenues of a nongovernmental user, then the nongovernmental user would be deemed to be the sole issuer. If, however, in either case, the creating government or some other entity guarantees the security, the guarantee would be considered a separate security that would be treated as an issue of the guaranteeing entity.

 

For purposes of the Funds’ fundamental policy related to investments in real estate, the policy does not prohibit the purchase of securities directly or indirectly secured by real estate or interests therein, or issued by entities that invest in real estate or interests therein, such as, but not limited to, corporations, partnerships, real estate investment trusts (“REITs”), and other REIT-like entities, such as foreign entities that have REIT characteristics.

 

For purposes of each Fund’s policies on investing in particular industries, effective December 2013, each Fund relies primarily on industry or industry group classifications under the Global Industry Classification Standard (“GICS”) developed by MSCI with respect to equity investments and classifications published by Barclays for fixed-income investments. Funds with both equity and fixed-income components will rely on industry classifications published by Bloomberg L.P. To the extent that the above classifications are so broad that the primary economic characteristics in a single class are materially different, a Fund may further classify issuers in accordance with industry classifications consistent with relevant SEC staff interpretations. The Funds may change any source used for determining industry classifications without prior shareholder notice or approval.

 

INVESTMENT POLICY APPLICABLE TO JANUS SHORT-TERM BOND FUND

  

Janus Short-Term Bond Fund. As an operational policy, under normal circumstances, Janus Short-Term Bond Fund expects to maintain an average weighted effective maturity of three years or less. The portfolio managers may consider estimated prepayment dates or call dates of certain securities in computing the portfolio’s effective maturity.

 

INVESTMENT STRATEGIES AND RISKS

 

Diversification

Funds are classified as either “diversified” or “nondiversified.” Diversification is a way to reduce risk by investing in a broad range of stocks or other securities. To be classified as “diversified” under the 1940 Act, a fund may not, with respect to 75% of its total assets, invest more than 5% of its total assets in any issuer and may not own more than 10% of the outstanding voting securities of an issuer. A fund that is classified as “nondiversified” under the 1940 Act is not subject to the same restrictions and therefore has the ability to take larger positions in a smaller number of issuers than a fund that is classified as “diversified.” This gives a fund that is classified as nondiversified more flexibility to focus its investments in companies that the portfolio managers and/or investment personnel have identified as the most attractive for the investment objective and strategy of the fund. However, because the appreciation or depreciation of a single security may have a greater impact on the NAV of a fund which is classified as nondiversified, its share price can be expected to fluctuate more than a comparable fund which is classified as diversified. This fluctuation, if significant, may affect the performance of a fund.

 

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Cash Position

As discussed in the Prospectuses, a Fund’s cash position may temporarily increase under various circumstances. Securities that the Funds may invest in as a means of receiving a return on idle cash include domestic or foreign currency denominated commercial paper, certificates of deposit, repurchase agreements, or other short-term debt obligations. These securities may include U.S. and foreign short-term cash instruments and cash equivalent securities. Each Fund may also invest in affiliated or non-affiliated money market funds. (Refer to “Investment Company Securities.”)

 

The INTECH Funds, subadvised by INTECH, normally remain as fully invested as possible and do not seek to lessen the effects of a declining market through hedging or temporary defensive positions. These Funds may use exchange-traded funds as well as futures, options, and other derivatives, to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs. These Funds may also invest their cash holdings in affiliated or non-affiliated money market funds as part of a cash sweep program. Through this program, these Funds may invest in U.S. Government securities and other short-term, interest-bearing securities without regard to the Funds’ otherwise applicable percentage limits, policies, or their normal investment emphasis, when INTECH believes market, economic, or political conditions warrant a temporary defensive position.

 

Illiquid Investments

Each Fund may invest up to 15% of its net assets in illiquid investments (i.e., securities that are not readily marketable), including securities that are purchased in private placements. The Trustees have authorized Janus Capital to make liquidity determinations with respect to certain securities, including Rule 144A Securities, commercial paper, and municipal lease obligations purchased by the Funds. Under the guidelines established by the Trustees, Janus Capital will consider the following factors: (i) the frequency of trades and quoted prices for the security; (ii) the number of dealers willing to purchase or sell the security and the number of other potential purchasers; (iii) the willingness of dealers to undertake to make a market in the security; and (iv) the nature of the security and the nature of the marketplace trades, including the time needed to dispose of the security, the method of soliciting offers, and the mechanics of the transfer. In the case of commercial paper, Janus Capital will also consider whether the paper is traded flat or in default as to principal and interest and any ratings of the paper by a nationally recognized statistical rating organization (“NRSRO”). Investments in Rule 144A Securities could have the effect of increasing the level of a Fund’s illiquidity to the extent that qualified institutional buyers become, for a time, uninterested in purchasing such securities. Certain securities previously deemed liquid may become illiquid in any subsequent assessment of the foregoing factors or other changes affecting the security. Foreign securities that may be freely traded on or through the facilities of an offshore exchange or other established offshore securities market are not restricted under the Funds’ liquidity procedures if traded in that market. Such securities will be treated as “restricted” if traded in the United States because foreign securities are not registered for sale under the U.S. Securities Act of 1933, as amended (the “1933 Act”).

 

If illiquid securities exceed 15% of a Fund’s net assets after the time of purchase, the Fund will take steps to reduce its holdings of illiquid securities in an orderly fashion. Because illiquid securities may not be readily marketable, the portfolio managers and/or investment personnel may not be able to dispose of them in a timely manner. As a result, the Fund may be forced to hold illiquid securities while their price depreciates. Depreciation in the price of illiquid securities may cause the NAV of a Fund to decline.

 

Each Fund may invest up to 5% of its total assets in venture capital investments measured at the time of an investment. A later increase or decrease in this percentage resulting from changes in values of assets will not constitute a violation of such limitation. Each Fund may make an initial investment of up to 0.5% of its total assets in any one venture capital company. A Fund may not invest in aggregate more than 1% of its total assets, measured at the time of the subsequent purchase, in any one venture capital company.

 

Venture capital investments are investments in new and early stage companies whose securities are not publicly traded. These investments may present significant opportunities for capital appreciation but involve a high degree of risk that can result in substantial losses. The Funds may not be able to sell such investments when the portfolio managers and/or investment personnel deem it appropriate to do so due to restrictions on their sale. In addition, the Funds may be forced to sell their venture capital investments at less than fair market value. Where venture capital investments must be registered prior to their sale, the Funds may be obligated to pay all or part of the registration expenses. Any of these situations may result in a decrease in a Fund’s NAV.

 

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Securities Lending

Under procedures adopted by the Trustees, certain Funds may seek to earn additional income by lending securities to qualified parties (typically brokers or other financial institutions) who need to borrow securities in order to complete, among other things, certain transactions such as covering short sales, avoiding failures to deliver securities, or completing arbitrage activities. There is the risk of delay in recovering a loaned security or the risk of loss in collateral rights if the borrower fails financially. In addition, Janus Capital makes efforts to balance the benefits and risks from granting such loans. Certain Funds may participate in a securities lending program under which shares of an issuer may be on loan while that issuer is conducting a proxy solicitation. Generally, if shares of an issuer are on loan during a proxy solicitation, a Fund cannot vote the shares. The Funds, with the exception of the INTECH Funds, have discretion to pull back lent shares before proxy record dates and vote proxies if time permits. All loans will be continuously secured by collateral which may consist of cash, U.S. Government securities, domestic and foreign short-term debt instruments, letters of credit, time deposits, repurchase agreements, money market mutual funds or other money market accounts, or such other collateral as permitted by the SEC. If a Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund.

 

Upon receipt of cash collateral, Janus Capital may invest it in affiliated or non-affiliated cash management vehicles, whether registered or unregistered entities, as permitted by the 1940 Act and rules promulgated thereunder. Janus Capital currently intends to invest the cash collateral in a cash management vehicle for which Janus Capital serves as investment adviser. An investment in a cash management vehicle is generally subject to the same risks that shareholders experience when investing in similarly structured vehicles, such as the potential for significant fluctuations in assets as a result of the purchase and redemption activity of the securities lending program, a decline in the value of the collateral, and possible liquidity issues. Such risks may delay the return of the cash collateral and cause a Fund to violate its agreement to return the cash collateral to a borrower in a timely manner. As adviser to the Funds and the affiliated cash management vehicle in which the cash collateral is invested, Janus Capital has an inherent conflict of interest as a result of its fiduciary duties to both the Funds and the cash management vehicle. Additionally, Janus Capital receives an investment advisory fee of 0.05% for managing the cash management vehicle used for the securities lending program, but it may not receive a fee for managing certain other affiliated cash management vehicles in which the Funds may invest, and therefore may have an incentive to allocate preferred investment opportunities to investment vehicles for which it is receiving a fee.

 

Equity Securities

The Funds may invest in equity securities, which include, but are not limited to, common and preferred stocks, securities convertible or exchangeable into common stock, and warrants.

 

Common Stock. Common stock represents a proportionate share of the ownership of a company. Common stocks sometimes are divided into several classes, with each class having different voting rights, dividend rights, or other differences in their rights and priorities. The value of a stock is based on the market’s assessment of the current and future success of a company’s business, any income paid to stockholders, the value of the company’s assets, and general market conditions. The value of a stock may also be adversely affected by other factors such as accounting irregularities, actual or perceived weaknesses in corporate governance practices of a company’s board or management, and changes in company management. Common stock values can fluctuate dramatically over short periods.

 

Preferred Stock. A preferred stock represents an ownership interest in a company, but pays dividends at a specific rate and has priority over common stock in payment of dividends and liquidation claims. Preferred stock dividends are generally cumulative, noncumulative, or participating. “Cumulative” dividend provisions require all or a portion of prior unpaid dividends to be paid before dividends can be paid to the issuer’s common stock. “Participating” preferred stock may be entitled to a dividend exceeding the stated dividend in certain cases. Like debt securities, the value of a preferred stock often fluctuates more in response to changes in interest rates and the creditworthiness of the issuer, rather than in response to changes in the issuer’s profitability and business prospects. Preferred stock is subject to similar risks as common stock and debt securities.

 

Convertible Security. A convertible security is generally a debt obligation or preferred stock that may be converted within a specified period of time into a certain amount of common stock of the same or a different issuer. A convertible security, such as a “convertible preferred stock,” provides a fixed-income stream and the opportunity, through its conversion feature, to participate in the capital appreciation resulting from a market price advance in its underlying common stock. Like a common stock, the value of a convertible security tends to increase as the market value of the underlying stock rises, and it tends to

 

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decrease as the market value of the underlying stock declines. As with a fixed-income security, a convertible security tends to increase in market value when interest rates decline and decrease in value when interest rates rise. Because both interest rate and market movements can influence its value, a convertible security is not as sensitive to interest rates as a similar fixed-income security, nor is it as sensitive to changes in share price as its underlying stock.

 

Convertible securities generally have less potential for gain or loss than common stocks. Convertible securities generally provide yields higher than the underlying common stocks, but generally lower than comparable non-convertible securities. Because of this higher yield, convertible securities generally sell at prices above their “conversion value,” which is the current market value of the stock to be received upon conversion. The difference between this conversion value and the price of convertible securities will vary over time depending on changes in the value of the underlying common stocks and interest rates.

 

A convertible security may also be called for redemption or conversion by the issuer after a particular date and under certain circumstances (including a specified price) established upon issue. If a convertible security held by a Fund is called for redemption or conversion, the Fund could be required to tender it for redemption, convert it into the underlying common stock, or sell it to a third party.

 

Synthetic convertible securities are created by combining separate securities that possess the two principal characteristics of a traditional convertible security, i.e., an income-producing security (“income-producing component”) and the right to acquire an equity security (“convertible component”). The income-producing component is achieved by investing in non-convertible, income-producing securities such as bonds, preferred stocks and money market instruments, which may be represented by derivative instruments. The convertible component is achieved by investing in securities or instruments such as warrants or options to buy common stock at a certain exercise price, or options on a stock index. Unlike a traditional convertible security, which is a single security having a single market value, a synthetic convertible security comprises two or more separate securities, each with its own market value. Therefore, the “market value” of a synthetic convertible security is the sum of the values of its income-producing component and its convertible component. For this reason, the values of a synthetic convertible security and a traditional convertible security may respond differently to market fluctuations.

 

More flexibility is possible in the assembly of a synthetic convertible security than in the purchase of a convertible security. Although synthetic convertible securities may be selected where the two components are issued by a single issuer, thus making the synthetic convertible security similar to the traditional convertible security, the character of a synthetic convertible security allows the combination of components representing distinct issuers. A synthetic convertible security also is a more flexible investment in that its two components may be purchased separately. For example, a Fund may purchase a warrant for inclusion in a synthetic convertible security but temporarily hold short-term investments while postponing the purchase of a corresponding bond pending development of more favorable market conditions.

 

A holder of a synthetic convertible security faces the risk of a decline in the price of the security or the level of the index involved in the convertible component, causing a decline in the value of the security or instrument, such as a call option or warrant, purchased to create the synthetic convertible security. Should the price of the stock fall below the exercise price and remain there throughout the exercise period, the entire amount paid for the call option or warrant would be lost. Because a synthetic convertible security includes the income-producing component as well, the holder of a synthetic convertible security also faces the risk that interest rates will rise, causing a decline in the value of the income-producing instrument.

 

Warrants. Warrants constitute options to purchase equity securities at a specific price and are valid for a specific period of time. They do not represent ownership of the equity securities, but only the right to buy them. Warrants have no voting rights, pay no dividends, and have no rights with respect to the assets of the corporation issuing them. Warrants differ from call options in that warrants are issued by the issuer of the security that may be purchased on their exercise, whereas call options may be issued by anyone. The prices of warrants do not necessarily move parallel to the prices of the underlying equity securities. The price usually represents a premium over the applicable market value of the common stock at the time of the warrant’s issuance. Investments in warrants involve certain risks, including the possible lack of a liquid market for the resale of the warrants, potential price fluctuations as a result of speculation or other factors, and failure of the price of the common stock to rise. The price of a warrant may be more volatile than the price of its underlying security. A warrant becomes worthless if it is not exercised within the specified time period.

 

Special Purpose Acquisition Companies. Certain Funds may invest in stock, warrants, and other securities of special purpose acquisition companies (“SPACs”) or similar entities that pool funds to seek potential acquisition opportunities. Unless and until an acquisition is completed, a SPAC typically invests its assets (less a portion retained to cover expenses) in U.S. Government securities, money market fund securities, and cash. If an acquisition that meets the requirements for the

 

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SPAC is not completed within a pre-established period of time, the invested funds are returned to the SPAC’s shareholders. Because SPACs and similar entities are in essence blank check companies without an operating history or ongoing business other than seeking acquisitions, the value of a SPAC’s securities is particularly dependent on the ability of the SPAC’s management to timely identify and complete a profitable acquisition. Some SPACs may pursue acquisitions only within certain industries or regions, which may increase the volatility of their prices. To the extent the SPAC is invested in cash or similar securities while awaiting an acquisition opportunity, a Fund’s ability to meet its investment objective may be negatively impacted. In addition, SPACs, which are typically traded in the over-the-counter market, may be considered illiquid and/or be subject to restrictions on resale.

 

Financial Services Risk

To the extent a Fund invests a significant portion of its assets in the financial services sector, that Fund will have more exposure to the risks inherent to the financial services sector. Financial services companies may be adversely affected by changes in regulatory framework or interest rates that may negatively affect financial services businesses; exposure of a financial institution to a nondiversified or concentrated loan portfolio; exposure to financial leverage and/or investments or agreements that, under certain circumstances, may lead to losses; and the risk that a market shock or other unexpected market, economic, political, regulatory, or other event might lead to a sudden decline in the values of most or all financial services companies.

 

Natural Disasters and Extreme Weather Conditions

Certain areas of the world have historically been prone to and economically sensitive to environmental events such as, but not limited to, hurricanes, earthquakes, typhoons, flooding, tidal waves, tsunamis, erupting volcanoes, wildfires or droughts, tornadoes, mudslides, or other weather-related phenomena. Such disasters, and the resulting physical or economic damage, could have a severe and negative impact on a Fund’s investment portfolio and, in the longer term, could impair the ability of issuers in which the Fund invests to conduct their businesses as they would under normal conditions. Adverse weather conditions may also have a particularly significant negative effect on issuers in the agricultural sector and on insurance companies that insure against the impact of natural disasters.

 

Cyber Security Risk

With the increased use of the Internet to conduct business, the Funds are susceptible to operational and information security risks. In general, cyber incidents can result from deliberate attacks or unintentional events. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the Funds’ operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption. Cyber-attacks may also be carried out in a manner that does not require gaining unauthorized access, such as causing denial-of-service attacks on the Funds’ websites. In addition, authorized persons could inadvertently or intentionally release confidential or proprietary information stored on the Funds’ systems.

 

Cyber security failures or breaches by the Funds’ third party service providers (including, but not limited to, Janus Capital, custodians, transfer agents, and financial intermediaries), or the subadvisers (if applicable) may cause disruptions and impact the service providers’ and the Funds’ business operations, potentially resulting in financial losses, the inability of fund shareholders to transact business and the mutual funds to process transactions, inability to calculate a Fund’s net asset value, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. The Funds may incur incremental costs to prevent cyber incidents in the future. The Funds and their shareholders could be negatively impacted as a result. While Janus Capital has established business continuity plans and risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such plans and systems due in part to the ever-changing nature of technology and cyber-attack tactics. As such, there is a possibility that certain risks have not been adequately identified or prepared for. Furthermore, the Funds cannot directly control any cyber security plans and systems put in place by third party service providers. Cyber security risks are also present for issuers of securities in which a Fund invests, which could result in material adverse consequences for such issuers, and may cause the Fund’s investment in such securities to lose value.

 

Foreign Securities

Each Fund, including each INTECH Fund to the extent that foreign securities may be included in its respective named benchmark index, may invest in foreign securities either indirectly (e.g., depositary receipts, depositary shares, and passive foreign investment companies) or directly in foreign markets, including emerging markets. Investments in foreign securities may include, but are not necessarily limited to, corporate debt securities of foreign issuers, preferred or preference stock of

 

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foreign issuers, certain foreign bank obligations, and U.S. dollar or foreign currency-denominated obligations of foreign governments or supranational entities or their subdivisions, agencies, and instrumentalities. Each of Janus Multi-Sector Income Fund, Janus Short-Term Bond Fund, Perkins Select Value Fund, and Perkins Value Plus Income Fund has, at times, invested a substantial portion of its assets in foreign securities and may continue to do so. Investments in foreign securities, including securities of foreign and emerging market governments, may involve greater risks than investing in domestic securities because a Fund’s performance may depend on factors other than the performance of a particular company. These factors include:

 

Currency Risk. As long as a Fund holds a foreign security, its value will be affected by the value of the local currency relative to the U.S. dollar. When a Fund sells a foreign currency denominated security, its value may be worth less in U.S. dollars even if the security increases in value in its home country. U.S. dollar-denominated securities of foreign issuers may also be affected by currency risk, as the value of these securities may also be affected by changes in the issuer’s local currency.

 

Political and Economic Risk. Foreign investments may be subject to heightened political and economic risks, particularly in emerging markets which may have relatively unstable governments, immature economic structures, national policies restricting investments by foreigners, social instability, and different and/or developing legal systems. In some countries, there is the risk that the government may take over the assets or operations of a company or that the government may impose withholding and other taxes or limits on the removal of a Fund’s assets from that country. In addition, the economies of emerging markets may be predominantly based on only a few industries, may be highly vulnerable to changes in local or global trade conditions, and may suffer from extreme and volatile debt burdens or inflation rates.

 

Regulatory Risk. There may be less government supervision of foreign markets. As a result, foreign issuers may not be subject to the uniform accounting, auditing, and financial reporting standards and practices applicable to domestic issuers, and there may be less publicly available information about foreign issuers.

 

Foreign Market Risk. Foreign securities markets, particularly those of emerging market countries, may be less liquid and more volatile than domestic markets. These securities markets may trade a small number of securities, may have a limited number of issuers and a high proportion of shares, or may be held by a relatively small number of persons or institutions. Local securities markets may be unable to respond effectively to increases in trading volume, potentially making prompt liquidation of substantial holdings difficult or impossible at times. It is also possible that certain markets may require payment for securities before delivery, and delays may be encountered in settling securities transactions. In some foreign markets, there may not be protection against failure by other parties to complete transactions. It may not be possible for a Fund to repatriate capital, dividends, interest, and other income from a particular country or governmental entity. In addition, securities of issuers located in or economically tied to countries with emerging markets may have limited marketability and may be subject to more abrupt or erratic price movements which could also have a negative effect on a Fund. Such factors may hinder a Fund’s ability to buy and sell emerging market securities in a timely manner, affecting the Fund’s investment strategies and potentially affecting the value of the Fund.

 

Geographic Investment Risk. To the extent that a Fund invests a significant portion of its assets in a particular country or geographic region, the Fund will generally have more exposure to certain risks due to possible political, economic, social, or regulatory events in that country or region. Adverse developments in certain regions could also adversely affect securities of other countries whose economies appear to be unrelated and could have a negative impact on a Fund’s performance.

 

Transaction Costs. Costs of buying, selling, and holding foreign securities, including brokerage, tax, and custody costs, may be higher than those involved in domestic transactions.

 

Eurozone Risk. In recent years, a number of countries in the European Union (“EU”) have experienced economic and financial difficulties. Many non-governmental issuers, and even certain governments, have defaulted on, or been forced to restructure, their debts. Many other issuers have faced difficulties obtaining credit or refinancing existing obligations. Financial institutions have in many cases required government or central bank support, have needed to raise capital, and/or have been impaired in their ability to extend credit. As a result, financial markets in the EU have experienced extreme volatility and declines in asset values and liquidity. These difficulties may continue, worsen, or spread further within the EU.

 

Certain countries in the EU have had to accept assistance from supra governmental agencies such as the International Monetary Fund and the recently created European Financial Service Facility. The European Central Bank has also been intervening to purchase Eurozone debt in an attempt to stabilize markets and reduce borrowing costs. Responses to these financial problems by European governments, central banks and others, including austerity measures and reforms, may not work, may result in social unrest, and may limit future growth and economic recovery or have other unintended

 

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consequences. Further defaults or restructurings by governments and others of their debt could have additional adverse effects on economies, financial markets, and asset valuations around the world.

 

In addition, there is the continued risk that one or more countries may abandon the euro and/or withdraw from the EU. The impact of these actions, especially if they occur in a disorderly fashion, is not clear but could be significant and far-reaching. To the extent a Fund has exposure to European markets or to transactions tied to the value of the euro, these events could negatively affect the value and liquidity of the Fund’s investments.

 

All of these developments have adversely affected the value and exchange rate of the euro and may continue to significantly affect the economies of all EU countries, which in turn may have a material adverse effect on a Fund’s investments in such countries, other countries that depend on EU countries for significant amounts of trade or investment, or issuers with exposure to debt issued by certain EU countries.

 

Emerging Markets. Within the parameters of its specific investment policies, each Fund, including each INTECH Fund to the extent that emerging markets may be included in its respective named benchmark index, and particularly Janus Global Bond Fund, may invest its assets in securities of issuers or companies from or with exposure to one or more “developing countries” or “emerging market countries.” Such countries include, but are not limited to, countries included in the MSCI Emerging Markets Indexsm. Investing in emerging markets involves certain risks not typically associated with investing in the United States and imposes risks greater than, or in addition to, the risks associated with investing in securities of more developed foreign countries as previously discussed under “Foreign Securities.” The prices of investments in emerging markets can experience sudden and sharp price swings. In many developing markets, there is less government supervision and regulation of business and industry practices (including the potential lack of strict finance and accounting controls and standards), stock exchanges, brokers, and listed companies than in more developed markets, making these investments potentially more volatile in price and less liquid than investments in developed securities markets, resulting in greater risk to investors. There is a risk in developing countries that a future economic or political crisis could lead to price controls, forced mergers of companies, expropriation or confiscatory taxation, imposition or enforcement of foreign ownership limits, seizure, nationalization, sanctions or imposition of restrictions by various governmental entities on investment and trading, or creation of government monopolies, any of which may have a detrimental effect on a Fund’s investments. Many emerging market countries have experienced substantial, and in some periods extremely high, rates of inflation or deflation for many years, and future inflation may adversely affect the economies and securities markets of such countries. In addition, the economies of developing countries tend to be heavily dependent upon international trade and, as such, have been, and may continue to be, adversely impacted by trade barriers, exchange controls, managed adjustments in relative currency values, and other protectionist measures. These economies also have been, and may continue to be, adversely affected by economic conditions in the countries with which they do business.

 

The securities markets of many of the countries in which the Funds may invest may also be smaller, less liquid, and subject to greater price volatility than those in the United States. In the event of a default on any investments in foreign debt obligations, it may be more difficult for the Funds to obtain or to enforce a judgment against the issuers of such securities. In addition, there may be little financial or accounting information available with respect to issuers of emerging market securities, and it may be difficult as a result to assess the value of an investment in such securities. Further, a Fund’s ability to participate fully in the smaller, less liquid emerging markets may be limited by the policy restricting its investments in illiquid securities. The Funds may be subject to emerging markets risk to the extent that they invest in securities of issuers or companies which are not considered to be from emerging markets, but which have customers, products, or transactions associated with emerging markets.

 

Securities Listed on Chinese Stock Exchanges. Funds with the ability to invest in foreign securities may invest in securities listed on Chinese stock exchanges or have indirect exposure to these securities through derivative investments. These securities are divided into two classes of shares: China A Shares, ownership of which is restricted to foreign investors under the Qualified Foreign Individual Investor (“QFII”) structure, and China B Shares, which may be owned by both Chinese and foreign investors. With respect to investments in China A Shares, QFII licenses are granted by the China Securities Regulatory Commission (“CSRC”) and investment quota is granted by the State Administration of Foreign Exchange (“SAFE”). Janus Capital has been granted a QFII license and investment quota. There can be no assurance that a Fund will receive investment quota and as of the date of this SAI, none of the Funds have investment quota for China A Shares. For Janus funds that receive allocations, a failure to utilize quota and invest in Chinese local market securities and/or any repatriation of capital by a Fund may result in the permanent loss of investment quota otherwise available to the Funds or other funds.

 

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With respect to direct China A Shares investments, as a general matter, any capital invested and profits generated cannot be repatriated for a minimum of one year. Repatriation of any invested capital is subject to approval by the regulator. Additionally, any repatriation of profits would be subject to an audit by a registered accountant in China, and subject to regulatory approval. In light of the foregoing, a Fund’s investment in China A Shares would be subject to the Fund’s limit of investing up to 15% of its net assets in illiquid investments. An investment in China A Shares is also generally subject to the risks identified under Foreign Securities, and foreign investment risks such as price controls, expropriation of assets, confiscatory taxation, and nationalization may be heightened when investing in China. The China A Shares market may be less liquid and trading prices could be more volatile than other foreign securities markets because of low trading volume and restrictions on movement of capital. Current Chinese tax law is unclear regarding whether capital gains realized on a Fund’s investments in China A Shares will be subject to tax.

 

People’s Republic of China (“PRC”) regulations require QFIIs to entrust assets held in the PRC and to interact with government agencies through a China-based qualified custodian bank. Assets attributable to clients of Janus Capital will be held by the custodian in foreign exchange accounts and securities accounts in the joint name of Janus Capital and its clients, although the terms of the custody agreement make clear that the contents of the accounts belong to the clients, and not to Janus Capital. China A Shares that are traded on the Shanghai or Shenzhen Stock Exchange are dealt and held in book-entry form through the China Securities Depository and Clearing Corporation (“CSDCC”). Securities purchased by Janus Capital, in its capacity as a QFII, on behalf of a Fund can currently be received by the CSDCC as credited to a securities trading account maintained in the joint names of Janus Capital and its clients. Janus Capital may not use the account for any other purpose than for maintaining a Fund’s assets. Given that the custody accounts and securities trading account are maintained in the joint names of Janus Capital and its clients, a Fund’s assets may not be as well protected as they would be if it were possible for them to be registered and held solely in the name of the Fund. In particular, there is a risk that creditors of Janus Capital may assert that the securities are owned by Janus Capital and not the Fund, and that a Chinese court, or a court applying Chinese law, would uphold such an assertion, in which case creditors of Janus Capital could seize assets of such Fund.

 

Risks of Investments in the PRC. In addition to the risks listed under “Foreign Securities” and “Emerging Markets,” investing in the PRC, or having indirect exposure to PRC through derivative investments, presents additional risks. These additional risks include (without limitation): (i) inefficiencies resulting from erratic growth; (ii) the unavailability of consistently-reliable economic data; (iii) potentially high rates of inflation; (iv) dependence on exports and international trade; (v) relatively high levels of asset price volatility; (vi) small market capitalization and less liquidity; (vii) greater competition from regional economies; (viii) fluctuations in currency exchange rates, particularly in light of the relative lack of currency hedging instruments and controls on the ability to exchange local currency for U.S. dollars; (ix) the relatively small size and absence of operating history of many Chinese companies; (x) the developing nature of the legal and regulatory framework for securities markets, custody arrangements and commerce; and (xi) uncertainty with respect to the commitment of the government of the PRC to economic reforms.

 

Although the PRC has experienced a relatively stable political environment in recent years, there is no guarantee that such stability will be maintained in the future. As an emerging market, many factors may affect such stability – such as increasing gaps between the rich and poor or agrarian unrest and instability of existing political structures – and may result in adverse consequences to a Fund investing in securities and instruments economically tied to the PRC. Political uncertainty, military intervention and political corruption could reverse favorable trends toward market and economic reform, privatization and removal of trade barriers, and could result in significant disruption to securities markets.

 

The PRC is dominated by the one-party rule of the Communist Party. Investments in the PRC are subject to risks associated with greater governmental control over and involvement in the economy. The PRC manages its currency at artificial levels relative to the U.S. dollar rather than at levels determined by the market. This type of system can lead to sudden and large adjustments in the currency, which, in turn, can have a disruptive and negative effect on foreign investors. The PRC also may restrict the free conversion of its currency into foreign currencies, including the U.S. dollar. Currency repatriation restrictions may have the effect of making securities and instruments tied to the PRC relatively illiquid, particularly in connection with redemption requests. In addition, the government of the PRC exercises significant control over economic growth through direct and heavy involvement in resource allocation and monetary policy, control over payment of foreign currency denominated obligations and provision of preferential treatment to particular industries and/or companies. Economic reform programs in the PRC have contributed to growth, but there is no guarantee that such reforms will continue.

 

Natural disasters such as droughts, floods, earthquakes and tsunamis have plagued the PRC in the past, and the region’s economy may be affected by such environmental events in the future. A Fund’s investment in the PRC is, therefore, subject to

 

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the risk of such events. In addition, the relationship between the PRC and Taiwan is particularly sensitive, and hostilities between the PRC and Taiwan may present a risk to a Fund’s investments in the PRC.

 

Risks of Investments in Russia. In addition to the risks listed under “Foreign Securities” and “Emerging Markets,” investing in Russia, or having indirect exposure to Russian securities through derivative investments, presents additional risks. The Russian securities market is relatively new, and a substantial portion of securities transactions are privately negotiated outside of stock exchanges. The inexperience of the Russian securities market and the limited volume of trading in securities in the market may make obtaining accurate prices on portfolio securities from independent sources more difficult than in more developed markets.

 

Because of the recent formation of the Russian securities markets, the underdeveloped state of Russia’s banking and telecommunication system and the legal and regulatory framework in Russia, settlement, clearing and registration of securities transactions are subject to additional risks. Prior to 2013, there was no central registration system for equity share registration in Russia and registration was carried out either by the issuers themselves or by registrars located throughout Russia. These registrars may not have been subject to effective state supervision or licensed with any governmental entity. In 2013, Russia established the National Settlement Depository (“NSD”) as a recognized central securities depository, and title to Russian equities is now based on the records of the NSD and not on the records of the local registrars. The implementation of the NSD is generally expected to decrease the risk of loss in connection with recording and transferring title to securities; however, loss may still occur. Additionally, issuers and registrars remain prominent in the validation and approval of documentation requirements for corporate action processing in Russia, and there remain inconsistent market standards in the Russian market with respect to the completion and submission of corporate action elections. To the extent that a Fund suffers a loss relating to title or corporate actions relating to its portfolio securities, it may be difficult for the Fund to enforce its rights or otherwise remedy the loss. In addition, Russia also may attempt to assert its influence in the region through economic or even military measures, as it did with Georgia in the summer of 2008 and the Ukraine in 2014. Such measures may have an adverse effect on the Russian economy, which may, in turn, negatively impact a Fund.

 

The Russian economy is heavily dependent upon the export of a range of commodities including most industrial metals, forestry products, oil, and gas. Accordingly, it is strongly affected by international commodity prices and is particularly vulnerable to any weakening in global demand for these products. Foreign investors also face a high degree of currency risk when investing in Russian securities and a lack of available currency hedging instruments. In addition, there is the risk that the Russian government may impose capital controls on foreign portfolio investments in the event of extreme financial or political crisis. Such capital controls may prevent the sale of a portfolio of foreign assets and the repatriation of investment income and capital.

 

The United States and the European Union have imposed economic sanctions on certain Russian individuals and a financial institution. The United States or the European Union could also institute broader sanctions on Russia. These sanctions, or even the threat of further sanctions, may result in the decline of the value and liquidity of Russian securities, a weakening of the ruble or other adverse consequences to the Russian economy. These sanctions could also result in the immediate freeze of Russian securities, impairing the ability of a Fund to buy, sell, receive or deliver those securities. Sanctions could also result in Russia taking counter measures or retaliatory actions which may further impair the value and liquidity of Russian securities.

 

Risks of Investments in Latin American Countries. In addition to the risks listed under “Foreign Securities” and “Emerging Markets,” investing in Latin American countries, or having indirect exposure to Latin American securities through derivative investments, presents additional risks. Most Latin American countries have experienced, at one time or another, severe and persistent levels of inflation, including, in some cases, hyperinflation. This has, in turn, led to high interest rates, extreme measures by governments to keep inflation in check, and a generally debilitating effect on economic growth. Although inflation in many countries has lessened, there is no guarantee it will remain at lower levels.

 

As an emerging market, Latin America historically suffered from social, political, and economic instability. For investors, this has meant additional risk caused by periods of regional conflict, political corruption, totalitarianism, protectionist measures, nationalization, hyperinflation, debt crises, sudden and large currency devaluation, and intervention by the military in civilian and economic spheres. However, in some Latin American countries, a move to sustainable democracy and a more mature and accountable political environment is under way. Domestic economies have been deregulated, privatization of state-owned companies is almost completed and foreign trade restrictions have been relaxed.

 

Nonetheless, to the extent that events such as those listed above continue in the future, they could reverse favorable trends toward market and economic reform, privatization, and removal of trade barriers, and result in significant disruption in

 

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securities markets in the region. In addition, recent favorable economic performance in much of the region has led to a concern regarding government overspending in certain Latin American countries. Investors in the region continue to face a number of potential risks.

 

Certain Latin American countries depend heavily on exports to the U.S. and investments from a small number of countries. Accordingly, these countries may be sensitive to fluctuations in demand, exchange rates and changes in market conditions associated with those countries. The economic growth of most Latin American countries is highly dependent on commodity exports and the economies of certain Latin American countries, particularly Mexico and Venezuela, are highly dependent on oil exports. As a result, these economies are particularly susceptible to fluctuations in the price of oil and other commodities and currency fluctuations. The recent global financial crisis weakened the global demand for oil and other commodities and, as a result, Latin American countries faced significant economic difficulties that led certain countries into recession. If global economic conditions worsen, prices for Latin American commodities may experience increased volatility and demand may continue to decrease. Although certain of these countries have recently shown signs of recovery, such recovery, if sustained, may be gradual. In addition, prolonged economic difficulties may have negative effects on the transition to a more stable democracy in some Latin American countries. In certain countries, political risk, including nationalization risk, is high.

 

A number of Latin American countries are among the largest debtors of developing countries and have a history of reliance on foreign debt and default. The majority of the region’s economies have become dependent upon foreign credit and loans from external sources to fund government economic plans. Historically, these plans have frequently resulted in little benefit accruing to the economy. Most countries have been forced to restructure their loans or risk default on their debt obligations. In addition, interest on the debt is subject to market conditions and may reach levels that would impair economic activity and create a difficult and costly environment for borrowers. Accordingly, these governments may be forced to reschedule or freeze their debt repayment, which could negatively affect local markets. Because of their dependence on foreign credit and loans, a number of Latin American economies faced significant economic difficulties and some economies fell into recession as the recent global financial crisis tightened international credit supplies. While the region has recently shown signs of economic improvement, recovery from past economic downturns in Latin America has historically been slow, and any such recovery, if sustained, may be gradual. The European crisis and weakened global economy may reduce demand for exports from Latin America and limit the availability of foreign credit for some countries in the region. As a result, a Fund’s investments in Latin American securities could be harmed if economic recovery in the region is limited.

 

Short Sales

Certain Funds, with the exception of the INTECH Funds, may engage in “short sales against the box.” This technique involves either selling short a security that a Fund owns, or selling short a security that a Fund has the right to obtain, for delivery at a specified date in the future. A Fund does not deliver from its portfolio the securities sold short and does not immediately receive the proceeds of the short sale. A Fund borrows the securities sold short and receives proceeds from the short sale only when it delivers the securities to the lender. If the value of the securities sold short increases prior to the scheduled delivery date, a Fund loses the opportunity to participate in the gain.

 

Certain Funds, with the exception of the INTECH Funds, may also engage in other short sales. A Fund may engage in short sales when the portfolio managers and/or investment personnel anticipate that a security’s market purchase price will be less than its borrowing price. In a short sale transaction, a Fund sells a security it does not own to a purchaser at a specified price. To complete a short sale, the Fund must: (i) borrow the security to deliver it to the purchaser and (ii) buy that same security in the market to return it to the lender. Short sales involve the same fundamental risk as short sales against the box, as described in the previous paragraph. In addition, the Fund may incur a loss as a result of the short sale if the price of the security increases between the date of the short sale and the date on which the Fund replaces the borrowed security, and the Fund may realize a gain if the security declines in price between those same dates. Although a Fund’s potential for gain as a result of a short sale is limited to the price at which it sold the security short less the cost of borrowing the security, the potential for loss is theoretically unlimited because there is no limit to the cost of replacing the borrowed security. To borrow the security, the Fund may also be required to pay a premium, which would increase the cost of the security sold.

 

The Funds may not always be able to close out a short position at a particular time or at an acceptable price. A lender may request that the borrowed securities be returned to it on short notice, and a Fund may have to buy the borrowed securities at an unfavorable price. If this occurs at a time when other short sellers of the same security also want to close out their positions, it is more likely that a Fund will have to cover its short sale at an unfavorable price and potentially reduce or eliminate any gain, or cause a loss, as a result of the short sale.

 

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Until a Fund closes its short position or replaces the borrowed security, the Fund may designate liquid assets it owns (other than the short sale proceeds) as segregated assets to the books of the broker and/or its custodian in an amount equal to its obligation to purchase the securities sold short, as required by the 1940 Act. The amount segregated in this manner is expected to be increased or decreased each business day equal to the change in market value of the Fund’s obligation to purchase the security sold short. The proceeds of the short sale will be retained by the broker, to the extent necessary to meet the margin requirements, until the short position is closed out. If the lending broker requires the Fund to deposit additional collateral (in addition to the short sales proceeds that the broker holds during the period of the short sale), which may be as much as 50% of the value of the securities sold short, the amount of the additional collateral may be deducted in determining the amount of cash or liquid assets the Fund is required to segregate to cover the short sale obligation pursuant to the 1940 Act. The amount segregated must be unencumbered by any other obligation or claim other than the obligation that is being covered. A Fund believes that short sale obligations that are covered, either by an offsetting asset or right (acquiring the security sold short or having an option to purchase the security sold short at an exercise price that covers the obligation), or by the Fund’s segregated asset procedures (or a combination thereof), are not senior securities under the 1940 Act and are not subject to the Fund’s borrowing restrictions. This requirement to segregate assets limits a Fund’s leveraging of its investments and the related risk of losses from leveraging. A Fund also is required to pay the lender of the security any dividends or interest that accrues on a borrowed security during the period of the loan. Depending on the arrangements made with the broker or custodian, a Fund may or may not receive any payments (including interest) on collateral it has deposited with the broker. Certain Funds’ ability to invest in short sales may be limited, as described in the Fund’s Prospectuses.

 

Zero Coupon, Step Coupon, and Pay-In-Kind Securities

Within the parameters of its specific investment policies, each Fund, with the exception of the INTECH Funds, may invest up to 10% (without limit for Janus Flexible Bond Fund, Janus Global Bond Fund, Janus High-Yield Fund, Janus Multi-Sector Income Fund, and Janus Real Return Fund) of its net assets in zero coupon, step coupon, and pay-in-kind securities. Zero coupon bonds are issued and traded at a discount from their face value. They do not entitle the holder to any periodic payment of interest prior to maturity. Step coupon bonds are high-quality issues with above-market interest rates and a coupon that increases over the life of the bond. They may pay monthly, semiannual, or annual interest payments. On the date of each coupon payment, the issuer decides whether to call the bond at par or whether to extend it until the next payment date at the new coupon rate. Pay-in-kind bonds normally give the issuer an option to pay cash at a coupon payment date or give the holder of the security a similar bond with the same coupon rate and a face value equal to the amount of the coupon payment that would have been made. For purposes of a Fund’s restriction on investing in income-producing securities, income-producing securities include securities that make periodic interest payments as well as those that make interest payments on a deferred basis or pay interest only at maturity (e.g., Treasury bills or zero coupon bonds).

 

For federal income tax purposes, holders of zero coupon securities and step coupon securities are required to recognize income even though the holders receive no cash payments of interest during the year. Similarly, holders of payment-in-kind securities must include in their gross income the value of securities they receive as “interest.” In order to qualify as a “regulated investment company” under Subchapter M of the Internal Revenue Code of 1986, as amended, and the regulations thereunder, a Fund must distribute its investment company taxable income, including the original issue discount accrued on zero coupon or step coupon bonds and non-cash income from payment-in-kind securities. Because a Fund will not receive cash payments on a current basis with respect to accrued original-issue discount on zero coupon bonds or step coupon bonds during the period before interest payments begin or may receive non-cash interest payments, in some years that Fund may have to distribute cash obtained from other sources in order to satisfy the distribution requirements under the Internal Revenue Code. A Fund may obtain such cash from selling other portfolio holdings, which may cause that Fund to incur capital gains or losses on the sale. Additionally, these actions are likely to reduce the amount of cash available for investment by a Fund, to reduce the assets to which Fund expenses could be allocated, and to reduce the rate of return for that Fund. In some circumstances, such sales might be necessary in order to satisfy cash distribution requirements even though investment considerations might otherwise make it undesirable for a Fund to sell the securities at the time.

 

Generally, the market prices of zero coupon, step coupon, and pay-in-kind securities are more volatile than the prices of securities that pay interest periodically and in cash and are likely to respond to changes in interest rates to a greater degree than other types of debt securities having similar maturities and credit quality. Additionally, such securities may be subject to heightened credit and valuation risk.

 

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Pass-Through Securities

The Funds, with the exception of the INTECH Funds, may invest in various types of pass-through securities, such as commercial and residential mortgage-backed securities, asset-backed securities, credit-linked trust certificates, traded custody receipts, and participation interests. A pass-through security is a share or certificate of interest in a pool of debt obligations that have been repackaged by an intermediary, such as a bank or broker-dealer. The purchaser of a pass-through security receives an undivided interest in the underlying pool of securities. The issuers of the underlying securities make interest and principal payments to the intermediary, which are passed through to purchasers, such as the Funds.

 

Agency Mortgage-Related Securities. The most common type of pass-through securities is mortgage-backed securities. Government National Mortgage Association (“Ginnie Mae”) Certificates are mortgage-backed securities that evidence an undivided interest in a pool of mortgage loans. Ginnie Mae Certificates differ from bonds in that principal is paid back monthly by the borrowers over the term of the loan rather than returned in a lump sum at maturity. A Fund will generally purchase “modified pass-through” Ginnie Mae Certificates, which entitle the holder to receive a share of all interest and principal payments paid and owned on the mortgage pool, net of fees paid to the “issuer” and Ginnie Mae, regardless of whether or not the mortgagor actually makes the payment. Ginnie Mae Certificates are backed as to the timely payment of principal and interest by the full faith and credit of the U.S. Government.

 

The Federal Home Loan Mortgage Corporation (“Freddie Mac”) issues two types of mortgage pass-through securities: mortgage participation certificates (“PCs”) and guaranteed mortgage certificates (“GMCs”). PCs resemble Ginnie Mae Certificates in that each PC represents a pro rata share of all interest and principal payments made and owned on the underlying pool. Freddie Mac guarantees timely payments of interest on PCs and the full return of principal. GMCs also represent a pro rata interest in a pool of mortgages. However, these instruments pay interest semiannually and return principal once a year in guaranteed minimum payments. This type of security is guaranteed by Freddie Mac as to timely payment of principal and interest, but it is not guaranteed by the full faith and credit of the U.S. Government.

 

The Federal National Mortgage Association (“Fannie Mae”) issues guaranteed mortgage pass-through certificates (“Fannie Mae Certificates”). Fannie Mae Certificates resemble Ginnie Mae Certificates in that each Fannie Mae Certificate represents a pro rata share of all interest and principal payments made and owned on the underlying pool. This type of security is guaranteed by Fannie Mae as to timely payment of principal and interest, but it is not guaranteed by the full faith and credit of the U.S. Government.

 

In September 2008, the Federal Housing Finance Agency (“FHFA”), an agency of the U.S. Government, placed Fannie Mae and Freddie Mac under conservatorship. Under the conservatorship, the management of Fannie Mae and Freddie Mac was replaced. Since 2008, Fannie Mae and Freddie Mac have received capital support through U.S. Treasury preferred stock purchases and Treasury and Federal Reserve purchases of their mortgage-backed securities. The FHFA and the U.S. Treasury have imposed strict limits on the size of these entities’ mortgage portfolios. The FHFA has the power to cancel any contract entered into by Fannie Mae and Freddie Mac prior to FHFA’s appointment as conservator or receiver, including the guarantee obligations of Fannie Mae and Freddie Mac. As of the date of this SAI, Fannie Mae and Freddie Mac remain under conservatorship.

 

Recently, Congress began considering proposals to wind down Fannie Mae and Freddie Mac and reduce the government’s role in the mortgage market. The proposals include whether Fannie Mae and Freddie Mac should be nationalized, privatized, restructured, or eliminated altogether. Fannie Mae and Freddie Mac also are the subject of several continuing legal actions and investigations over certain accounting, disclosure, and corporate governance matters, which (along with any resulting financial restatements) may continue to have an adverse effect on these guaranteeing entities. As a result, the future for Fannie Mae and Freddie Mac is uncertain, as is the impact of such proposals, actions, and investigations on investments in securities issued by Fannie Mae and Freddie Mac.

 

Except for GMCs, each of the mortgage-backed securities described above is characterized by monthly payments to the holder, reflecting the monthly payments made by the borrowers who received the underlying mortgage loans. The payments to the security holders (such as the Funds), like the payments on the underlying loans, represent both principal and interest. Although the underlying mortgage loans are for specified periods of time, such as 20 or 30 years, the borrowers can, and typically do, pay them off sooner. Thus, the security holders frequently receive prepayments of principal in addition to the principal that is part of the regular monthly payments. The portfolio managers and/or investment personnel will consider estimated prepayment rates in calculating the average-weighted maturity of a Fund, if relevant. A borrower is more likely to prepay a mortgage that bears a relatively high rate of interest. This means that in times of declining interest rates, higher yielding mortgage-backed securities held by a Fund might be converted to cash, and the Fund will be forced to accept lower

 

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interest rates when that cash is used to purchase additional securities in the mortgage-backed securities sector or in other investment sectors. Additionally, prepayments during such periods will limit a Fund’s ability to participate in as large a market gain as may be experienced with a comparable security not subject to prepayment.

 

The Funds’ investments in mortgage-backed securities, including privately-issued mortgage-related securities where applicable, may be backed by subprime mortgages. Subprime mortgages are loans made to borrowers with weakened credit histories or with a lower capacity to make timely payments on their mortgages. Investments in mortgage-backed securities comprised of subprime mortgages may be subject to a higher degree of credit risk, valuation risk, and liquidity risk.

 

Asset-Backed Securities. Asset-backed securities represent interests in pools of consumer loans and are backed by paper or accounts receivables originated by banks, credit card companies, or other providers of credit. Asset-backed securities are created from many types of assets, including, but not limited to, auto loans, accounts receivable such as credit card receivables and hospital account receivables, home equity loans, student loans, boat loans, mobile home loans, recreational vehicle loans, manufactured housing loans, aircraft leases, computer leases, and syndicated bank loans. Generally, the originating bank or credit provider is neither the obligor nor the guarantor of the security, and interest and principal payments ultimately depend upon payment of the underlying loans by individuals. Tax-exempt asset-backed securities include units of beneficial interests in pools of purchase contracts, financing leases, and sales agreements that may be created when a municipality enters into an installment purchase contract or lease with a vendor. Such securities may be secured by the assets purchased or leased by the municipality; however, if the municipality stops making payments, there generally will be no recourse against the vendor. The market for tax-exempt, asset-backed securities is still relatively new. These obligations are likely to involve unscheduled prepayments of principal.

 

Privately Issued Mortgage-Related Securities. Privately issued mortgage-related securities are pass-through pools of conventional residential mortgage loans created by commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers. Such issuers may be the originators and/or servicers of the underlying mortgage loans as well as the guarantors of the mortgage-related securities. Pools created by such non-governmental issuers generally offer a higher rate of interest than government and government-related pools because there are no direct or indirect government or agency guarantees of payments in the former pools. However, timely payment of interest and principal of these pools may be supported by various forms of insurance or guarantees, including individual loan, title, pool and hazard insurance and letters of credit, which may be issued by governmental entities or private insurers. Such insurance and guarantees and the creditworthiness of the issuers thereof will be considered in determining whether a mortgage-related security meets the Trust’s investment quality standards. There can be no assurance that insurers or guarantors can meet their obligations under the insurance policies or guarantee arrangements. A Fund may buy mortgage-related securities without insurance or guarantees if, through an examination of the loan experience and practices of the originators/servicers and poolers, Janus Capital determines that the securities meet the Trust’s quality standards. Securities issued by certain private organizations may not be readily marketable. A Fund will not purchase mortgage-related securities or any other assets which in Janus Capital’s opinion are illiquid if, as a result, more than 15% of the value of the Fund’s net assets will be illiquid.

 

Privately issued mortgage-related securities are not subject to the same underwriting requirements for the underlying mortgages that are applicable to those mortgage-related securities that have a government or government-sponsored entity guarantee. As a result, the mortgage loans underlying privately issued mortgage-related securities may, and frequently do, have less favorable collateral, credit risk or other underwriting characteristics than government or government-sponsored mortgage-related securities and have wider variances in a number of terms including interest rate, term, size, purpose and borrower characteristics. Mortgage pools underlying privately issued mortgage-related securities more frequently include second mortgages, high loan-to-value ratio mortgages and manufactured housing loans, in addition to commercial mortgages and other types of mortgages where a government or government-sponsored entity guarantee is not available. The coupon rates and maturities of the underlying mortgage loans in a privately-issued mortgage-related securities pool may vary to a greater extent than those included in a government guaranteed pool, and the pool may include subprime mortgage loans.

 

The risk of non-payment is greater for mortgage-related securities that are backed by loans that were originated under weak underwriting standards, including loans made to borrowers with limited means to make repayment. A level of risk exists for all loans, although, historically, the poorest performing loans have been those classified as subprime. Other types of privately issued mortgage-related securities, such as those classified as pay-option adjustable rate or Alt-A have also performed poorly. Even loans classified as prime have experienced higher levels of delinquencies and defaults. The substantial decline in real property values across the U.S. has exacerbated the level of losses that investors in privately issued mortgage-related securities have experienced. It is not certain when these trends may reverse. Market factors that may adversely affect mortgage loan

 

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repayment include adverse economic conditions, unemployment, a decline in the value of real property, or an increase in interest rates.

 

Privately issued mortgage-related securities are not traded on an exchange and there may be a limited market for the securities, especially when there is a perceived weakness in the mortgage and real estate market sectors. Without an active trading market, mortgage-related securities held in a Fund’s portfolio may be particularly difficult to value because of the complexities involved in assessing the value of the underlying mortgage loans.

 

A Fund may purchase privately issued mortgage-related securities that are originated, packaged and serviced by third party entities. It is possible these third parties could have interests that are in conflict with the holders of mortgage-related securities, and such holders (such as a Fund) could have rights against the third parties or their affiliates. For example, if a loan originator, servicer or its affiliates engaged in negligence or willful misconduct in carrying out its duties, then a holder of the mortgage-related security could seek recourse against the originator/servicer or its affiliates, as applicable. Also, as a loan originator/servicer, the originator/servicer or its affiliates may make certain representations and warranties regarding the quality of the mortgages and properties underlying a mortgage-related security. If one or more of those representations or warranties is false, then the holders of the mortgage-related securities (such as a Fund) could trigger an obligation of the originator/servicer or its affiliates, as applicable, to repurchase the mortgages from the issuing trust. Notwithstanding the foregoing, many of the third parties that are legally bound by trust and other documents have failed to perform their respective duties, as stipulated in such trust and other documents, and investors have had limited success in enforcing terms.

 

Mortgage-related securities that are issued or guaranteed by the U.S. Government, its agencies or instrumentalities, are not subject to the Funds’ industry concentration restrictions by virtue of the exclusion from that test available to all U.S. Government securities. In the case of privately issued mortgage-related securities, Janus Capital takes the position that mortgage-related securities do not represent interests in any particular “industry” or group of industries. Therefore, a Fund may invest more or less than 25% of its total assets in privately issued mortgage-related securities. The assets underlying such securities may be represented by a portfolio of residential or commercial mortgages (including both whole mortgage loans and mortgage participation interests that may be senior or junior in terms of priority of repayment) or portfolios of mortgage pass-through securities issued or guaranteed by Ginnie Mae, Freddie Mac or Fannie Mae. Mortgage loans underlying a mortgage-related security may in turn be insured or guaranteed by the Federal Housing Administration or the Department of Veterans Affairs. In the case of privately issued mortgage-related securities whose underlying assets are neither U.S. Government securities nor U.S. Government-insured mortgages, to the extent that real properties securing such assets may be located in the same geographical region, the security may be subject to a greater risk of default than other comparable securities in the event of adverse economic, political or business developments that may affect such region and, ultimately, the ability of residential homeowners to make payments of principal and interest on the underlying mortgages.

 

Commercial Mortgage-Backed Securities. A Fund may invest in commercial mortgage-backed securities. Commercial mortgage-backed securities include securities that reflect an interest in, and are secured by, mortgage loans on commercial real property. Many of the risks of investing in commercial mortgage-backed securities reflect the risks of investing in the real estate securing the underlying mortgage loans. These risks reflect the effects of local and other economic conditions on real estate markets, the ability of tenants to make loan payments, and the ability of a property to attract and retain tenants. Commercial mortgage-backed securities may be less liquid and exhibit greater price volatility than other types of mortgage- or asset-backed securities.

 

Other Mortgage-Related Securities. Other mortgage-related securities in which a Fund may invest include securities other than those described above that directly or indirectly represent a participation in, or are secured by and payable from, mortgage loans on real property, including collateralized mortgage obligation residuals or stripped mortgage-backed securities (“SMBS”). Other mortgage-related securities may be equity or debt securities issued by agencies or instrumentalities of the U.S. Government or by private originators of, or investors in, mortgage loans, including savings and loan associations, homebuilders, mortgage banks, commercial banks, investment banks, partnerships, trusts and special purpose entities of the foregoing. In addition, a Fund may invest in any combination of mortgage-related interest-only or principal-only debt.

 

Mortgage-related securities include, among other things, securities that reflect an interest in reverse mortgages. In a reverse mortgage, a lender makes a loan to a homeowner based on the homeowner’s equity in his or her home. While a homeowner must be age 62 or older to qualify for a reverse mortgage, reverse mortgages may have no income restrictions. Repayment of the interest or principal for the loan is generally not required until the homeowner dies, sells the home, or ceases to use the home as his or her primary residence.

 

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There are three general types of reverse mortgages: (1) single-purpose reverse mortgages, which are offered by certain state and local government agencies and nonprofit organizations; (2) federally-insured reverse mortgages, which are backed by the U.S. Department of Housing and Urban Development; and (3) proprietary reverse mortgages, which are privately offered loans. A mortgage-related security may be backed by a single type of reverse mortgage. Reverse mortgage-related securities include agency and privately issued mortgage-related securities. The principal government guarantor of reverse mortgage-related securities is Ginnie Mae.

 

Reverse mortgage-related securities may be subject to risks different than other types of mortgage-related securities due to the unique nature of the underlying loans. The date of repayment for such loans is uncertain and may occur sooner or later than anticipated. The timing of payments for the corresponding mortgage-related security may be uncertain. Because reverse mortgages are offered only to persons 62 and older and there may be no income restrictions, the loans may react differently than traditional home loans to market events.

 

Adjustable Rate Mortgage-Backed Securities. A Fund may invest in adjustable rate mortgage-backed securities (“ARMBSs”), which have interest rates that reset at periodic intervals. Acquiring ARMBSs permits a Fund to participate in increases in prevailing current interest rates through periodic adjustments in the coupons of mortgages underlying the pool on which ARMBSs are based. Such ARMBSs generally have higher current yield and lower price fluctuations than is the case with more traditional fixed income debt securities of comparable rating and maturity. In addition, when prepayments of principal are made on the underlying mortgages during periods of rising interest rates, a Fund can reinvest the proceeds of such prepayments at rates higher than those at which they were previously invested. Mortgages underlying most ARMBSs, however, have limits on the allowable annual or lifetime increases that can be made in the interest rate that the mortgagor pays. Therefore, if current interest rates rise above such limits over the period of the limitation, a Fund, when holding an ARMBS, does not benefit from further increases in interest rates. Moreover, when interest rates are in excess of coupon rates (i.e., the rates being paid by mortgagors) of the mortgages, ARMBSs behave more like fixed income securities and less like adjustable rate securities and are subject to the risks associated with fixed income securities. In addition, during periods of rising interest rates, increases in the coupon rate of adjustable rate mortgages generally lag current market interest rates slightly, thereby creating the potential for capital depreciation on such securities.

 

Other Types of Pass-Through Securities. The Funds, with the exception of the INTECH Funds, also may invest in other types of pass-through securities, such as credit-linked trust certificates, traded custody receipts, and participation interests. Holders of the interests are entitled to receive distributions of interest, principal, and other payments on each of the underlying debt securities (less expenses), and in some cases distributions of the underlying debt securities. The underlying debt securities have a specified maturity but are subject to prepayment risk because if an issuer prepays the principal, a Fund may have additional cash to invest at a time when prevailing interest rates have declined and reinvestment of such additional funds is made at a lower rate. The value of the underlying debt securities may change due to changes in market interest rates. If interest rates rise, the value of the underlying debt securities, and therefore the value of the pass-through security, may decline. If the underlying debt securities are high-yield securities, the risks associated with high-yield/high-risk securities discussed in this SAI and in the Funds’ Prospectuses may apply.

 

Investment Company Securities

From time to time, the Funds may invest in securities of other investment companies, subject to the provisions of the 1940 Act and any applicable SEC exemptive orders. Section 12(d)(1) of the 1940 Act prohibits a Fund from acquiring: (i) more than 3% of another investment company’s voting stock; (ii) securities of another investment company with a value in excess of 5% of a Fund’s total assets; or (iii) securities of such other investment company and all other investment companies owned by a Fund having a value in excess of 10% of the Fund’s total assets. In addition, Section 12(d)(1) prohibits another investment company from selling its shares to a Fund if, after the sale: (i) the Fund owns more than 3% of the other investment company’s voting stock or (ii) the Fund and other investment companies, and companies controlled by them, own more than 10% of the voting stock of such other investment company. To the extent a Fund is an underlying fund in a Janus fund of funds, the Fund may not acquire securities of other investment companies in reliance on Section 12(d)(1)(F) and securities of open-end investment companies or registered unit investment trusts in reliance on Section 12(d)(1)(G). The Funds may invest their cash holdings in affiliated or non-affiliated money market funds as part of a cash sweep program. The Funds may purchase unlimited shares of affiliated or non-affiliated money market funds and of other funds managed by Janus Capital, whether registered or unregistered entities, as permitted by the 1940 Act and rules promulgated thereunder and/or an SEC exemptive order. To the extent the Funds invest in money market funds or other funds, the Funds will be subject to the same risks that investors experience when investing in such other funds. These risks may include the impact of significant fluctuations in assets as a result of the cash sweep program or purchase and redemption activity by affiliated or

  

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non-affiliated shareholders in such other funds. Additionally, to the extent that Janus Capital serves as the investment adviser to underlying funds or investment vehicles in which a Fund may invest, Janus Capital may have conflicting interests in fulfilling its fiduciary duties to both the Funds and the underlying funds or investment vehicles.

 

Investment companies may include index-based investments such as exchange-traded funds (“ETFs”), which hold substantially all of their assets in investments representing specific indices. The main risk of investing in index-based investments is the same as investing in a portfolio of investments comprising the index. Index-based investments may not replicate exactly the performance of their specific index because of transaction costs and because of the temporary unavailability of certain component securities of the index. Some ETFs have obtained exemptive orders permitting other investment companies, such as the Funds, to acquire their securities in excess of the limits of the 1940 Act.

 

As a shareholder of another investment company, a Fund would bear its pro rata portion of the other investment company’s expenses, including advisory fees, in addition to the expenses the Fund bears directly in connection with its own operation. The market prices of index-based investments and closed-end funds will fluctuate in accordance with both changes in the market value of their underlying portfolio investments and due to supply and demand for the instruments on the exchanges on which they are traded (which may result in their trading at a discount or premium to their NAVs). If the market price of shares of an index-based investment or closed-end fund decreases below the price that a Fund paid for the shares and the Fund were to sell its shares of such investment company at a time when the market price is lower than the price at which it purchased the shares, the Fund would experience a loss.

 

Exchange-Traded Notes

Certain Funds may invest in exchange-traded notes (“ETNs”), which are senior, unsecured, unsubordinated debt securities whose returns are linked to a particular index and provide exposure to the total returns of various market indices, including indices linked to stocks, bonds, commodities, and currencies. This type of debt security differs from other types of bonds and notes. ETN returns are based upon the performance of a market index minus applicable fees; no period coupon payments are distributed and no principal protections exist. ETNs do not pay cash distributions. Instead, the value of dividends, interest, and investment gains are captured in a Fund’s total return. A Fund may invest in these securities when desiring exposure to debt securities or commodities. When evaluating ETNs for investment, Janus Capital or the subadviser, as applicable, will consider the potential risks involved, expected tax efficiency, rate of return, and credit risk. As senior debt securities, ETNs rank above the issuing company’s other securities in the event of a bankruptcy or liquidation, which means a Fund would be in line to receive repayment of its investment before certain of the company’s other creditors. When a Fund invests in ETNs, it will bear its proportionate share of any fees and expenses borne by the ETN. There may be restrictions on a Fund’s right to redeem its investment in an ETN, which are meant to be held until maturity. A Fund’s decision to sell its ETN holdings may be limited by the availability of a secondary market.

 

Depositary Receipts

Each Fund, including each INTECH Fund to the extent that they may be included in its respective named benchmark index, may invest in sponsored and unsponsored American Depositary Receipts (“ADRs”), which are receipts issued by an American bank or trust company evidencing ownership of underlying securities issued by a foreign issuer. ADRs, in registered form, are designed for use in U.S. securities markets. Unsponsored ADRs may be created without the participation of the foreign issuer. Holders of these ADRs generally bear all the costs of the ADR facility, whereas foreign issuers typically bear certain costs in a sponsored ADR. The bank or trust company depositary of an unsponsored ADR may be under no obligation to distribute shareholder communications received from the foreign issuer or to pass through voting rights. The Funds may also invest in European Depositary Receipts (“EDRs”), Global Depositary Receipts (“GDRs”), and in other similar instruments representing securities of foreign companies. EDRs and GDRs are securities that are typically issued by foreign banks or foreign trust companies, although U.S. banks or U.S. trust companies may issue them. EDRs and GDRs are structured similarly to the arrangements of ADRs. EDRs, in bearer form, are designed for use in European securities markets.

 

Depositary receipts are generally subject to the same sort of risks as direct investments in a foreign country, such as currency risk, political and economic risk, regulatory risk, market risk, and geographic investment risk, because their values depend on the performance of a foreign security denominated in its home currency. The risks of foreign investing are addressed in some detail in the Funds’ Prospectuses.

 

U.S. Government Securities

To the extent permitted by its investment objective and policies, each Fund, particularly Janus Flexible Bond Fund, Janus Global Bond Fund, Janus Multi-Sector Income Fund, Janus Real Return Fund, Janus Short-Term Bond Fund, and Perkins Value Plus Income Fund, may invest in U.S. Government securities. The INTECH Funds may have exposure to

 

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U.S. Government securities only to the extent the cash sweep program may invest in such instruments. The 1940 Act defines U.S. Government securities to include securities issued or guaranteed by the U.S. Government, its agencies, and its instrumentalities. U.S. Government securities may also include repurchase agreements collateralized by and municipal securities escrowed with or refunded with U.S. Government securities. U.S. Government securities in which a Fund may invest include U.S. Treasury securities, including Treasury Inflation-Protected Securities (“TIPS”), Treasury bills, notes, and bonds, and obligations issued or guaranteed by U.S. Government agencies and instrumentalities that are backed by the full faith and credit of the U.S. Government, such as those issued or guaranteed by the Small Business Administration, Maritime Administration, Export-Import Bank of the United States, Farmers Home Administration, Federal Housing Administration, and Ginnie Mae. In addition, U.S. Government securities in which a Fund may invest include securities backed only by the rights of the issuers to borrow from the U.S. Treasury, such as those issued by the members of the Federal Farm Credit System, Federal Intermediate Credit Banks, Tennessee Valley Authority, and Freddie Mac. Securities issued by Fannie Mae, the Federal Home Loan Banks, and the Student Loan Marketing Association (“Sallie Mae”) are supported by the discretionary authority of the U.S. Government to purchase the obligations. There is no guarantee that the U.S. Government will support securities not backed by its full faith and credit. Accordingly, although these securities have historically involved little risk of loss of principal if held to maturity, they may involve more risk than securities backed by the full faith and credit of the U.S. Government because the Funds must look principally to the agency or instrumentality issuing or guaranteeing the securities for repayment and may not be able to assert a claim against the United States if the agency or instrumentality does not meet its commitment.

 

Because of the rising U.S. Government debt burden, it is possible that the U.S. Government may not be able to meet its financial obligations or that securities issued or backed by the U.S. Government may experience credit downgrades. Such a credit event may adversely affect the financial markets.

 

Inflation-Linked Securities

A Fund may invest in inflation-indexed bonds, including municipal inflation-indexed bonds and corporate inflation-indexed bonds. Inflation-linked bonds are fixed-income securities that have a principal value that is periodically adjusted according to the rate of inflation. If an index measuring inflation falls, the principal value of inflation-indexed bonds will typically be adjusted downward, and consequently the interest payable on these securities (calculated with respect to a smaller principal amount) will be reduced. Because of their inflation adjustment feature, inflation-linked bonds typically have lower yields than conventional fixed-rate bonds. In addition, inflation-linked bonds also normally decline in price when real interest rates rise. In the event of deflation, when prices decline over time, the principal and income of inflation-linked bonds would likely decline, resulting in losses to a Fund.

 

In the case of Treasury Inflation-Protected Securities, also known as TIPS, repayment of original bond principal upon maturity (as adjusted for inflation) is guaranteed by the U.S. Treasury. For inflation-linked bonds that do not provide a similar guarantee, the adjusted principal value of the inflation-linked bond repaid at maturity may be less than the original principal. Inflation-linked bonds may also be issued by, or related to, sovereign governments of other developed countries, emerging market countries, or companies or other entities not affiliated with governments.

 

Municipal Obligations

The Funds, with the exception of the INTECH Funds, may invest in municipal obligations issued by states, territories, and possessions of the United States and the District of Columbia. The municipal obligations which a Fund may purchase include general obligation bonds and limited obligation bonds (or revenue bonds) and private activity bonds. In addition, a Fund may invest in securities issued by entities whose underlying assets are municipal bonds. General obligation bonds are obligations involving the credit of an issuer possessing taxing power and are payable from such issuer’s general revenues and not from any particular source. Limited obligation bonds are payable only from the revenues derived from a particular facility or class of facilities or, in some cases, from the proceeds of a special excise or other specific revenue source. Tax-exempt private activity bonds generally are also revenue bonds and thus are not payable from the issuer’s general revenues.

 

The value of municipal obligations can be affected by changes in their actual or perceived credit quality. The credit quality of municipal obligations can be affected by, among other things, the financial condition of the issuer or guarantor, the issuer’s future borrowing plans and sources of revenue, the economic feasibility of the revenue bond project or general borrowing purpose, political or economic developments in the region where the security is issued, and the liquidity of the security. Because municipal securities are generally traded over-the-counter, the liquidity of a particular issue often depends on the willingness of dealers to make a market in the security. The liquidity of some municipal obligations may be enhanced by demand features, which would enable a Fund to demand payment on short notice from the issuer or a financial intermediary.

 

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A Fund may invest in longer-term municipal obligations that give the investor the right to “put” or sell the security at par (face value) within a specified number of days following the investor’s request - usually one to seven days. This demand feature enhances a security’s liquidity by shortening its effective maturity and enables it to trade at a price equal to or very close to par. If a demand feature terminates prior to being exercised, a Fund would hold the longer-term security, which could experience substantially more volatility.

 

Other Income-Producing Securities

Other types of income-producing securities that the Funds, with the exception of the INTECH Funds, may purchase include, but are not limited to, the following types of securities:

 

Inverse floaters. Inverse floaters are debt instruments whose interest bears an inverse relationship to the interest rate on another security. No Fund will invest more than 5% of its assets in inverse floaters. Similar to variable and floating rate obligations, effective use of inverse floaters requires skills different from those needed to select most portfolio securities. If movements in interest rates are incorrectly anticipated, a Fund could lose money, or its NAV could decline by the use of inverse floaters.

 

When-Issued, Delayed Delivery and Forward Commitment Transactions. A Fund may purchase or sell securities on a when-issued, delayed delivery, or forward commitment basis. When such purchases are outstanding, a Fund will segregate or “earmark” liquid assets in an amount sufficient to meet the purchase price. Typically, no income accrues on securities a Fund has committed to purchase prior to the time delivery of the securities is made, although a Fund may earn income on securities it has segregated or “earmarked.”

 

When purchasing a security on a when-issued, delayed delivery, or forward commitment basis, a Fund assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. Because a Fund is not required to pay for the security until the delivery date, these risks are in addition to the risks associated with a Fund’s other investments. If the other party to a transaction fails to deliver the securities, a Fund could miss a favorable price or yield opportunity. If a Fund remains substantially fully invested at a time when when-issued, delayed delivery, or forward commitment purchases are outstanding, the purchases may result in a form of leverage.

 

When a Fund has sold a security on a when-issued, delayed delivery, or forward commitment basis, a Fund does not participate in future gains or losses with respect to the security. If the other party to a transaction fails to pay for the securities, a Fund could suffer a loss. Additionally, when selling a security on a when-issued, delayed delivery, or forward commitment basis without owning the security, a Fund will incur a loss if the security’s price appreciates in value such that the security’s price is above the agreed upon price on the settlement date.

 

A Fund may dispose of or renegotiate a transaction after it is entered into, and may purchase or sell when-issued, delayed delivery or forward commitment securities before the settlement date, which may result in a gain or loss.

 

Standby commitments. Standby commitments are the rights to sell a specified underlying security or securities within a specified period of time and at an exercise price equal to the amortized cost of the underlying security or securities plus accrued interest, if any, at the time of exercise, that may be sold, transferred, or assigned only with the underlying security or securities. A standby commitment entitles the holder to receive same day settlement and will be considered to be from the party to whom the investment company will look for payment of the exercise price.

 

Strip bonds. Strip bonds are debt securities that are stripped of their interest (usually by a financial intermediary) after the securities are issued. The market value of these securities generally fluctuates more in response to changes in interest rates than interest-paying securities of comparable maturity.

 

Tender option bonds. Tender option bonds are relatively long-term bonds that are coupled with the option to tender the securities to a bank, broker-dealer, or other financial institution at periodic intervals and receive the face value of the bonds. This investment structure is commonly used as a means of enhancing a security’s liquidity.

 

The Funds will purchase standby commitments, tender option bonds, and instruments with demand features primarily for the purpose of increasing the liquidity of their portfolio holdings.

 

Variable and floating rate obligations. These types of securities have variable or floating rates of interest and, under certain limited circumstances, may have varying principal amounts. Variable and floating rate securities pay interest at rates that are adjusted periodically according to a specified formula, usually with reference to some interest rate index or market interest rate (the “underlying index”). The floating rate tends to decrease the security’s price sensitivity to changes in interest rates.

 

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These types of securities are relatively long-term instruments that often carry demand features permitting the holder to demand payment of principal at any time or at specified intervals prior to maturity.

 

In order to most effectively use these investments, the portfolio managers and/or investment personnel must correctly assess probable movements in interest rates. This involves different skills than those used to select most portfolio securities. If the portfolio managers and/or investment personnel incorrectly forecast such movements, a Fund could be adversely affected by the use of variable or floating rate obligations.

 

Real Estate Investment Trusts (“REITs”) and Real Estate-Linked Derivatives

Within the parameters of its specific investment policies, each Fund may invest in REITs, which are sometimes informally characterized as equity REITs, mortgage REITs, and hybrid REITs. In addition, a Fund may gain exposure to the real estate sector by investing in real estate-linked derivatives and common, preferred and convertible securities of issuers in real estate-related industries. Investments in REITs and real estate-linked derivatives are subject to risks similar to those associated with direct ownership of real estate, including loss to casualty or condemnation, increases in property taxes and operating expenses, zoning law amendments, changes in interest rates, overbuilding and increased competition, variations in market value, fluctuations in rental income, possible environmental liabilities, regulatory limitations on rent, and other risks related to local or general economic conditions. Equity REITs generally experience these risks directly through fee or leasehold interests, whereas mortgage REITs generally experience these risks indirectly through mortgage interests, unless the mortgage REIT forecloses on the underlying real estate. Changes in interest rates may also affect the value of a Fund’s investment in REITs. For instance, during periods of declining interest rates, certain mortgage REITs may hold mortgages that the mortgagors elect to prepay, and prepayment may diminish the yield on securities issued by those REITs.

 

Certain REITs have relatively small market capitalizations, which may tend to increase the volatility of the market price of their securities. Furthermore, REITs are dependent upon specialized management skills, have limited diversification and are, therefore, subject to risks inherent in operating and financing a limited number of projects. REITs are also subject to heavy cash flow dependency, defaults by borrowers, and the possibility of failing to qualify for tax-free pass-through of income under the Internal Revenue Code and to maintain exemption from the registration requirements of the 1940 Act. By investing in REITs indirectly through a Fund, a shareholder will bear not only his or her proportionate share of the expenses of a Fund, but also, indirectly, similar expenses of the REITs. In addition, REITs depend generally on their ability to generate cash flow to make distributions to shareholders.

 

Repurchase and Reverse Repurchase Agreements

In a repurchase agreement, a Fund purchases an equity or fixed-income security and simultaneously commits to resell that security to the seller at an agreed upon price on an agreed upon date within a number of days (usually not more than seven) from the date of purchase. The resale price consists of the purchase price plus an agreed upon incremental amount that is unrelated to the coupon rate or maturity of the purchased security. A repurchase agreement involves the obligation of the seller to pay the agreed upon price, which obligation is in effect secured by the value (at least equal to the amount of the agreed upon resale price and marked-to-market daily) of the underlying security or “collateral.” A risk associated with repurchase agreements is the failure of the seller to repurchase the securities as agreed, which may cause a Fund to suffer a loss if the market value of such securities declines before they can be liquidated on the open market. In the event of bankruptcy or insolvency of the seller, a Fund may encounter delays and incur costs in liquidating the underlying security. In addition, the collateral received in the repurchase transaction may become worthless. To the extent a Fund’s collateral focuses in one or more sectors, such as banks and financial services, the Fund is subject to increased risk as a result of that exposure. Repurchase agreements that mature in more than seven days are subject to the 15% limit on illiquid investments. While it is not possible to eliminate all risks from these transactions, it is the policy of the Funds to limit repurchase agreements to those parties whose creditworthiness has been reviewed and found satisfactory by Janus Capital. There is no guarantee that Janus Capital’s analysis of the creditworthiness of the counterparty will be accurate, and the underlying collateral involved in the transaction can expose a Fund to additional risk regardless of the creditworthiness of the parties involved in the transaction.

 

Reverse repurchase agreements are transactions in which a Fund sells an equity or fixed-income security and simultaneously commits to repurchase that security from the buyer, such as a bank or broker-dealer, at an agreed upon price on an agreed upon future date. The resale price in a reverse repurchase agreement reflects a market rate of interest that is not related to the coupon rate or maturity of the sold security. For certain demand agreements, there is no agreed upon repurchase date and interest payments are calculated daily, often based upon the prevailing overnight repurchase rate. The Funds will use the proceeds of reverse repurchase agreements only to satisfy unusually heavy redemption requests or for other temporary or

 

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emergency purposes without the necessity of selling portfolio securities, or to earn additional income on portfolio securities, such as Treasury bills or notes, or as part of an inflation-related investment strategy.

 

Generally, a reverse repurchase agreement enables a Fund to recover for the term of the reverse repurchase agreement all or most of the cash invested in the portfolio securities sold and to keep the interest income associated with those portfolio securities. Such transactions are only advantageous if the interest cost to a Fund of the reverse repurchase transaction is less than the cost of obtaining the cash otherwise. In addition, interest costs on the money received in a reverse repurchase agreement may exceed the return received on the investments made by a Fund with those monies. Using reverse repurchase agreements to earn additional income involves the risk that the interest earned on the invested proceeds is less than the expense of the reverse repurchase agreement transaction. This technique may also have a leveraging effect on a Fund’s portfolio, although a Fund’s intent to segregate assets in the amount of the reverse repurchase agreement minimizes this effect. While a reverse repurchase agreement is outstanding, a Fund will maintain cash and appropriate liquid assets in a segregated custodial account to cover its obligation under the agreement. A Fund will enter into reverse repurchase agreements only with parties that Janus Capital deems creditworthy. A Fund will limit its investments in reverse repurchase agreements to one-third or less of its total assets.

 

Mortgage Dollar Rolls

Certain Funds, particularly the Fixed-Income Funds, may enter into “mortgage dollar rolls,” which are similar to reverse repurchase agreements in certain respects. In a “mortgage dollar roll” transaction, a Fund sells a mortgage-related security (such as a Ginnie Mae security) to a dealer and simultaneously agrees to repurchase a similar security (but not the same security) in the future at a predetermined price. A “dollar roll” can be viewed, like a reverse repurchase agreement, as a collateralized borrowing in which a Fund pledges a mortgage-related security to a dealer to obtain cash. Unlike in the case of reverse repurchase agreements, the dealer with which a Fund enters into a dollar roll transaction is not obligated to return the same securities as those originally sold by the Fund, but only securities which are “substantially identical.” To be considered “substantially identical,” the securities returned to a Fund generally must: (i) be collateralized by the same types of underlying mortgages; (ii) be issued by the same agency and be part of the same program; (iii) have a similar original stated maturity; (iv) have identical net coupon rates; (v) have similar market yields (and, therefore, price); and (vi) satisfy “good delivery” requirements, meaning that the aggregate principal amounts of the securities delivered and received back must be within 2.5% of the initial amount delivered.

 

A Fund’s obligations under a dollar roll agreement must be covered by cash, U.S. Government securities, or other liquid high grade debt obligations equal in value to the securities subject to repurchase by a Fund, and segregated in accordance with 1940 Act requirements. To the extent that the Fund collateralizes its obligations under a dollar roll agreement, the asset coverage requirements of the 1940 Act will not apply to such transactions. Furthermore, under certain circumstances, an underlying mortgage-backed security that is part of a dollar roll transaction may be considered illiquid. During the roll period, a Fund foregoes principal and interest paid on the mortgage-backed security. A Fund is compensated by the difference between the current sale price and the lower forward purchase price, often referred to as the “drop,” as well as the interest earned on the cash proceeds of the initial sale.

 

Successful use of mortgage dollar rolls depends on a Fund’s ability to predict interest rates and mortgage payments. Dollar roll transactions involve the risk that the market value of the securities a Fund is required to purchase may decline below the agreed upon repurchase price.

 

Loans

Certain Funds may invest in various commercial loans, including bank loans, bridge loans, debtor-in-possession (“DIP”) loans, mezzanine loans, and other fixed and floating rate loans. Commercial loans will comprise no more than 20% of each of the Fixed-Income Funds’ and Perkins Value Plus Income Fund’s total assets. The loans in which a Fund may invest may be denominated in U.S. or non-U.S. currencies, including the euro. Some of a Fund’s bank loan investments may be deemed illiquid and therefore would be subject to the Fund’s limit of investing up to 15% of its net assets in illiquid securities, when combined with the Fund’s other illiquid investments.

  

Bank Loans. Bank loans are obligations of companies or other entities that are typically issued in connection with recapitalizations, acquisitions, and refinancings, and may be offered on a public or private basis. These investments may include institutionally-traded floating and fixed-rate debt securities. Bank loans often involve borrowers with low credit ratings whose financial conditions are troubled or uncertain, including companies that are highly leveraged and may be distressed or involved in bankruptcy proceedings. The Funds generally invest in bank loans directly through an agent, either by assignment from another holder of the loan or as a participation interest in another holder’s portion of the loan. A Fund

 

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may also purchase interests and/or servicing or similar rights in such loans. Assignments and participations involve credit risk, interest rate risk, and liquidity risk. To the extent a Fund invests in non-U.S. bank loan investments, those investments are subject to the risks of foreign investment, including Eurozone risk. Some bank loans may be purchased on a “when-issued” basis.

 

When a Fund purchases an assignment, the Fund generally assumes all the rights and obligations under the loan agreement and will generally become a “lender” for purposes of the particular loan agreement. The rights and obligations acquired by a Fund under an assignment may be different, and be more limited, than those held by an assigning lender. Subject to the terms of a loan agreement, a Fund may enforce compliance by a borrower with the terms of the loan agreement and may have rights with respect to any funds acquired by other lenders through set-off. If a loan is foreclosed, a Fund may become part owner of any collateral securing the loan and may bear the costs and liabilities associated with owning and disposing of any collateral. A Fund could be held liable as a co-lender. In addition, there is no assurance that the liquidation of collateral from a secured loan would satisfy the borrower’s obligations or that the collateral could be liquidated.

 

If a Fund purchases a participation interest, it typically will have a contractual relationship with the lender and not with the borrower. A Fund may only be able to enforce its rights through the lender and may assume the credit risk of both the borrower and the lender, or any other intermediate participant. A Fund may have the right to receive payments of principal, interest, and any fees to which it is entitled only from the lender and only upon receipt by the lender of the payments from the borrower. The failure by a Fund to receive scheduled interest or principal payments may adversely affect the income of the Fund and may likely reduce the value of its assets, which would be reflected by a reduction in the Fund’s NAV.

 

The borrower of a loan in which a Fund holds an assignment or participation interest may, either at its own election or pursuant to the terms of the loan documentation, prepay amounts of the loan from time to time. There is no assurance that a Fund will be able to reinvest the proceeds of any loan prepayment at the same interest rate or on the same terms as those of the original loan participation. This may result in a Fund realizing less income on a particular investment and replacing the loan with a less attractive security, which may provide less return to the Fund.

 

Bank Obligations. Bank obligations in which the Funds may invest include certificates of deposit, bankers’ acceptances, and fixed time deposits. Certificates of deposit are negotiable certificates issued against funds deposited in a commercial bank for a definite period of time and earning a specified return. Bankers’ acceptances are negotiable drafts or bills of exchange, normally drawn by an importer or exporter to pay for specific merchandise, which are “accepted” by a bank, meaning, in effect, that the bank unconditionally agrees to pay the face value of the instrument on maturity. Fixed time deposits are bank obligations payable at a stated maturity date and bearing interest at a fixed rate. Fixed time deposits may be withdrawn on demand by the investor, but may be subject to early withdrawal penalties which vary depending upon market conditions and the remaining maturity of the obligation. There are no contractual restrictions on the right to transfer a beneficial interest in a fixed time deposit to a third party, although there is no market for such deposits.

 

Floating Rate Loans. A Fund may invest in secured and unsecured floating rate loans. Floating rate loans typically are negotiated, structured, and originated by a bank or other financial institution (an “agent”) for a lending group or “syndicate” of financial institutions. In most cases, a Fund relies on the agent to assert appropriate creditor remedies against the borrower. The agent may not have the same interests as the Fund, and the agent may determine to waive certain covenants contained in the loan agreement that the Fund would not otherwise have determined to waive. The typical practice of an agent relying on reports from a borrower about its financial condition may involve a risk of fraud by a borrower. In addition, if an agent becomes insolvent or carries out its duties improperly, the Fund may experience delays in realizing payment and/or risk loss of principal and/or income on its floating rate loan investments. The investment team performs a credit analysis on the borrower but typically does not perform a credit analysis on the agent or other intermediate participants.

 

Floating rate loans have interest rates that adjust periodically and are tied to a benchmark lending rate such as the London Interbank Offered Rate (“LIBOR”). LIBOR is a short-term interest rate that banks charge one another and is generally representative of the most competitive and current cash rates. In other cases, the lending rate could be tied to the prime rate offered by one or more major U.S. banks (“Prime Rate”) or the rate paid on large certificates of deposit traded in the secondary markets (“CD rate”). The interest rate on Prime Rate based loans and corporate debt securities may float daily as the Prime Rate changes, while the interest rate on LIBOR or CD rate based loans and corporate debt securities may reset periodically. If the benchmark lending rate changes, the rate payable to lenders under the loan will change at the next scheduled adjustment date specified in the loan agreement. Investing in floating rate loans with longer interest rate reset periods may increase fluctuations in a Fund’s NAV as a result of changes in interest rates. A Fund may attempt to hedge against interest rate fluctuations by entering into interest rate swaps or by using other hedging techniques.

 

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While the Funds generally expect to invest in fully funded term loans, certain of the loans in which the Funds may invest may not be fully funded at the time of investment. These types of loans include revolving loans, bridge loans, DIP loans, delayed funding loans, and delayed draw term loans. Such loans generally obligate the lender (and those with an interest in the loan) to fund the loan at the borrower’s discretion. As such, a Fund would need to maintain assets sufficient to meet its contractual obligations. In cases where a Fund invests in revolving loans, bridge loans, DIP loans, delayed funding loans, or delayed draw term loans, the Fund will maintain high-quality liquid assets in an amount at least equal to its obligations under the loans. Amounts maintained in high-quality liquid assets may provide less return to a Fund than investments in floating rate loans or other investments. Loans involving revolving credit facilities, bridge financing, DIP loans, delayed funding loans, or delayed draw terms may require a Fund to increase its investment in a particular floating rate loan when it otherwise would not have done so. Further, a Fund may be obligated to do so even if it may be unlikely that the borrower will repay amounts due.

 

Purchasers of floating rate loans may pay and/or receive certain fees. The Funds may receive fees such as covenant waiver fees or prepayment penalty fees. A Fund may pay fees such as facility fees. Such fees may affect the Fund’s return.

 

The secondary market on which floating rate loans are traded may be less liquid than the market for investment grade securities or other types of income-producing securities, which may have an adverse impact on their market price. There is also a potential that there is no active market to trade floating rate loans and that there may be restrictions on their transfer. As a result, a Fund may be unable to sell assignments or participations at the desired time or may be able to sell only at a price less than fair market value. The secondary market may also be subject to irregular trading activity, wide price spreads, and extended trade settlement periods. With respect to below-investment grade or unrated securities, it also may be more difficult to value the securities because valuation may require more research, and elements of judgment may play a larger role in the valuation because there is less reliable, objective data available.

 

Other Securities. The Funds, particularly the Fixed-Income Funds and Perkins Value Plus Income Fund, may invest in other types of securities including, but not limited to, subordinated or junior debt, mezzanine loans secured by the stock of the company that owns the assets, corporate debt securities (corporate bonds, debentures, notes and other similar corporate debt instruments), U.S. Government securities, mortgage-backed and other asset-backed securities, repurchase agreements, certain money market instruments, high-risk/high-yield bonds, and other instruments (including synthetic or hybrid) that pay interest at rates that adjust whenever a specified interest rate changes and/or resets on predetermined dates.

 

Confidential Information. With respect to certain loan transactions, including but not limited to private placements, the Funds may determine not to receive confidential information. Such a decision may place a Fund at a disadvantage relative to other investors in loans who determine to receive confidential information, as the Fund may be limited in its available investments or unable to make accurate assessments related to certain investments.

 

In cases where Janus Capital receives material, nonpublic information about the issuers of loans that may be held in a Fund’s holdings, Janus Capital’s ability to trade in these loans for the account of a Fund could potentially be limited by its possession of such information, to the extent required by applicable law. Such limitations on the ability to trade in the loans and/or other securities of the issuer could have an adverse effect on a Fund by, for example, preventing the Fund from selling a loan that is experiencing a material decline in value. In some instances, these trading restrictions could continue in effect for a substantial period of time.

 

In addition, because a Fund becomes a creditor of an issuer when holding a bond, Janus Capital may from time to time participate on creditor committees on behalf of the Funds. These are committees formed by creditors to negotiate with management of the issuer and are intended to protect the rights of bondholders in the event of bankruptcy, bond covenant default, or other issuer-related financial problems. Participation on creditor committees may expose Janus Capital or a Fund to material non-public information of the issuer, restricting such Fund’s ability to trade in or acquire additional positions in a particular security or other securities of the issuer when it might otherwise desire to do so. Participation on creditor committees may also expose the Funds to federal bankruptcy laws or other laws governing rights of debtors and creditors. Additionally, such participation may subject the Funds to expenses such as legal fees. Janus Capital will only participate on creditor committees on behalf of a Fund when it believes such participation is necessary or desirable to protect the value of portfolio securities or enforce a Fund’s rights as a creditor.

 

High-Yield/High-Risk Bonds

Within the parameters of its specific investment policies, each Fund may invest in bonds that are rated below investment grade (i.e., bonds rated BB+ or lower by Standard & Poor’s Ratings Services and Fitch, Inc., or Ba or lower by Moody’s Investors Service, Inc.). Janus High-Yield Fund may invest without limit in such bonds. Janus Real Return Fund may invest

 

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up to 90% of its net assets in such bonds. To the extent the other Funds invest in high-yield/high-risk bonds, under normal circumstances, each Fund will limit its investments in such bonds as indicated: 65% or less of its net assets (Janus Multi-Sector Income Fund), 35% or less of its net assets (Janus Flexible Bond Fund, Janus Global Bond Fund, Janus Short-Term Bond Fund, and Perkins Select Value Fund), 20% or less of its net assets (Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, and Perkins Small Cap Value Fund), or 50% or less of the fixed-income portion of its net assets (Perkins Value Plus Income Fund). The INTECH Funds do not intend to invest in high-yield/high-risk bonds.

 

Lower rated bonds involve a higher degree of credit risk, which is the risk that the issuer will not make interest or principal payments when due. In the event of an unanticipated default, a Fund would experience a reduction in its income, and could expect a decline in the market value of the bonds so affected.

 

A Fund may also invest in unrated bonds of foreign and domestic issuers. For the Funds subject to such limit, unrated bonds will be included in each Fund’s limit, as applicable, on investments in bonds rated below investment grade unless its portfolio managers and/or investment personnel deem such securities to be the equivalent of investment grade bonds. Unrated bonds, while not necessarily of lower quality than rated bonds, may not have as broad a market. Because of the size and perceived demand of the issue, among other factors, certain municipalities may not incur the costs of obtaining a rating. A Fund’s portfolio managers and/or investment personnel will analyze the creditworthiness of the issuer, as well as any financial institution or other party responsible for payments on the bond, in determining whether to purchase unrated municipal bonds.

 

The secondary market on which high-yield securities are traded is less liquid than the market for investment grade securities. The lack of a liquid secondary market may have an adverse impact on the market price of the security. Additionally, it may be more difficult to value the securities because valuation may require more research, and elements of judgment may play a larger role in the valuation because there is less reliable, objective data available.

 

Please refer to the “Explanation of Rating Categories” section of this SAI for a description of bond rating categories.

 

Defaulted Securities

A Fund may hold defaulted securities if its portfolio managers and/or investment personnel believe, based upon an analysis of the financial condition, results of operations, and economic outlook of an issuer, that there is potential for resumption of income payments and that the securities offer an unusual opportunity for capital appreciation. For the Funds subject to such limit, defaulted securities will be included in each Fund’s limit on investments in bonds rated below investment grade. Notwithstanding the portfolio managers’ and/or investment personnel’s belief about the resumption of income, however, the purchase of any security on which payment of interest or dividends is suspended involves a high degree of risk. Such risk includes, among other things, the following:

 

Financial and Market Risks. Investments in securities that are in default involve a high degree of financial and market risks that can result in substantial or, at times, even total losses. Issuers of defaulted securities may have substantial capital needs and may become involved in bankruptcy or reorganization proceedings. Among the problems involved in investments in such issuers is the fact that it may be difficult to obtain information about the condition of such issuers. The market prices of such securities also are subject to abrupt and erratic movements and above average price volatility, and the spread between the bid and asked prices of such securities may be greater than normally expected.

 

Disposition of Portfolio Securities. Although the Funds generally will purchase securities for which their portfolio managers and/or investment personnel expect an active market to be maintained, defaulted securities may be less actively traded than other securities, and it may be difficult to dispose of substantial holdings of such securities at prevailing market prices. The Funds will limit holdings of any such securities to amounts that the portfolio managers and/or investment personnel believe could be readily sold, and holdings of such securities would, in any event, be limited so as not to limit a Fund’s ability to readily dispose of securities to meet redemptions.

 

Other. Defaulted securities require active monitoring and may, at times, require participation in bankruptcy or receivership proceedings on behalf of the Funds.

 

Futures, Options, and Other Derivative Instruments

Certain Funds may invest in various types of derivatives, which may at times result in significant derivative exposure. The INTECH Funds may invest, to a limited extent, in certain types of derivatives to gain exposure to the stock market pending investment of cash balances or to meet liquidity needs. A derivative is a financial instrument whose performance is derived from the performance of another asset. The Funds may invest in derivative instruments including, but not limited to: futures

 

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contracts, put options, call options, options on futures contracts, options on foreign currencies, options on recovery locks, options on security and commodity indices, swaps, forward contracts, structured investments, and other equity-linked derivatives. The Funds may also invest in long-term equity anticipation securities (“LEAPS”). LEAPS are publicly traded options contracts with expiration dates of longer than one year. The longer expiration date of LEAPS offers the opportunity for a Fund to gain exposure to prolonged price changes without having to invest in a combination of shorter-term traditional options contracts. LEAPS may be purchased for individual stocks or for equity indices.

 

A Fund may use derivative instruments for hedging purposes (to offset risks associated with an investment, currency exposure, or market conditions), to adjust currency exposure relative to a benchmark index, or for speculative (to earn income and seek to enhance returns) purposes. When a Fund invests in a derivative for speculative purposes, the Fund will be fully exposed to the risks of loss of that derivative, which may sometimes be greater than the derivative’s cost. The Funds may not use any derivative to gain exposure to an asset or class of assets that they would be prohibited by their investment restrictions from purchasing directly. A Fund’s ability to use derivative instruments may also be limited by tax considerations. (See “Income Dividends, Capital Gains Distributions, and Tax Status.”)

 

Investments in derivatives in general are subject to market risks that may cause their prices to fluctuate over time. Investments in derivatives may not directly correlate with the price movements of the underlying instrument. As a result, the use of derivatives may expose a Fund to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives. The use of derivatives may result in larger losses or smaller gains than otherwise would be the case. Derivatives can be volatile and may involve significant risks, including:

 

Counterparty risk – the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable to honor its financial obligation to the Fund.

 

Currency risk – the risk that changes in the exchange rate between currencies will adversely affect the value (in U.S. dollar terms) of an investment.

 

Leverage risk – the risk associated with certain types of leveraged investments or trading strategies pursuant to which relatively small market movements may result in large changes in the value of an investment. A Fund creates leverage by investing in instruments, including derivatives, where the investment loss can exceed the original amount invested. Certain investments or trading strategies, such as short sales, that involve leverage can result in losses that greatly exceed the amount originally invested.

 

Liquidity risk – the risk that certain securities may be difficult or impossible to sell at the time that the seller would like or at the price that the seller believes the security is currently worth.

 

Index risk – if the derivative is linked to the performance of an index, it will be subject to the risks associated with changes in that index. If the index changes, the Fund could receive lower interest payments or experience a reduction in the value of the derivative to below what the Fund paid. Certain indexed securities, including inverse securities (which move in an opposite direction to the index), may create leverage, to the extent that they increase or decrease in value at a rate that is a multiple of the changes in the applicable index.

 

Derivatives may generally be traded over-the-counter (“OTC”) or on an exchange. Derivatives traded OTC, such as options and structured notes, are agreements that are individually negotiated between parties and can be tailored to meet a purchaser’s needs. OTC derivatives are not guaranteed by a clearing agency and may be subject to increased credit risk.

 

In an effort to mitigate credit risk associated with derivatives traded OTC, the Funds may enter into collateral agreements with certain counterparties whereby, subject to certain minimum exposure requirements, a Fund may require the counterparty to post collateral if the Fund has a net aggregate unrealized gain on all OTC derivative contracts with a particular counterparty. There is no guarantee that counterparty exposure is reduced by using collateral and these arrangements are dependent on Janus Capital’s ability to establish and maintain appropriate systems and trading.

 

Futures Contracts. The Funds may enter into contracts for the purchase or sale for future delivery of equity securities, fixed-income securities, foreign currencies, commodities, and commodity-linked derivatives (to the extent permitted by the Fund and the Internal Revenue Code), or contracts based on interest rates and financial indices, including indices of U.S. Government securities, foreign government securities, commodities, and equity or fixed-income securities. U.S. futures contracts are traded on exchanges which have been designated contract markets” by the Commodity Futures Trading Commission (“CFTC”) and must be executed through a futures commission merchant (“FCM”) or brokerage firm, which are

 

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members of a relevant contract market. Through their clearing corporations, the exchanges guarantee performance of the contracts as between the clearing members of the exchange.

 

The buyer or seller of a futures contract is not required to deliver or pay for the underlying instrument unless the contract is held until the delivery date. However, both the buyer and seller are required to deposit “initial margin” for the benefit of the FCM when the contract is entered into. Initial margin deposits are equal to a percentage of the contract’s value, as set by the exchange on which the contract is traded, and currently are maintained in cash or certain other liquid assets held by the Funds. Initial margin payments are similar to good faith deposits or performance bonds. Unlike margin extended by a securities broker, initial margin payments do not constitute purchasing securities on margin for purposes of a Fund’s investment limitations. If the value of either party’s position declines, that party will be required to make additional “variation margin” payments for the benefit of the FCM to settle the change in value on a daily basis. The party that has a gain may be entitled to receive all or a portion of this amount. In the event of the bankruptcy of the FCM that holds margin on behalf of a Fund, that Fund may be entitled to return of margin owed to such Fund only in proportion to the amount received by the FCM’s other customers. Janus Capital or the subadviser will attempt to minimize the risk by careful monitoring of the creditworthiness of the FCMs with which the Funds do business.

 

The Funds have filed notices of eligibility for exemption from the definition of the term “commodity pool operator” in accordance with Rule 4.5 of the U.S. Commodity Exchange Act, as amended (“Commodity Exchange Act”) and, therefore, the Funds are not subject to regulation as commodity pool operators under the Commodity Exchange Act. The Funds may enter into futures contracts and related options as permitted under Rule 4.5. Amendments to Rule 4.5 adopted in 2012, however, narrowed the exemption from the definition of commodity pool operator and effectively imposed additional restrictions on a Fund’s use of futures, options, and swaps. A Fund will become subject to increased CFTC regulation if the Fund invests more than a prescribed level of its assets in such instruments, or if the Fund markets itself as providing investment exposure to these instruments. If a Fund cannot meet the requirements of Rule 4.5, Janus Capital and such Fund would need to comply with certain disclosure, reporting, and recordkeeping requirements. Such additional requirements would potentially increase a Fund’s expenses, which could negatively impact a Fund’s returns. Janus Capital is registered as a commodity pool operator in connection with the operation of one or more other Janus mutual funds which do not qualify for the Rule 4.5 exemption.

 

Although a Fund will segregate cash and liquid assets in an amount sufficient to cover its open futures obligations, the segregated assets would be available to that Fund immediately upon closing out the futures position; however, closing out open futures positions through customary settlement procedures could take several days. Because a Fund’s cash that may otherwise be invested would be held uninvested or invested in other liquid assets so long as the futures position remains open, such Fund’s return could be diminished due to the opportunity losses of foregoing other potential investments.

 

The Funds may enter into futures contracts to gain exposure to the stock market or other markets pending investment of cash balances or to meet liquidity needs. A Fund may also enter into futures contracts to protect itself from fluctuations in the value of individual securities, the securities markets generally, or interest rate fluctuations, without actually buying or selling the underlying debt or equity security. For example, if the Fund anticipates an increase in the price of stocks, and it intends to purchase stocks at a later time, that Fund could enter into a futures contract to purchase a stock index as a temporary substitute for stock purchases. If an increase in the market occurs that influences the stock index as anticipated, the value of the futures contracts will increase, thereby serving as a hedge against that Fund not participating in a market advance. This technique is sometimes known as an anticipatory hedge. A Fund may also use this technique with respect to an individual company’s stock. To the extent a Fund enters into futures contracts for this purpose, the segregated assets maintained to cover such Fund’s obligations with respect to the futures contracts will consist of liquid assets from its portfolio in an amount equal to the difference between the contract price and the aggregate value of the initial and variation margin payments made by that Fund with respect to the futures contracts. Conversely, if a Fund holds stocks and seeks to protect itself from a decrease in stock prices, the Fund might sell stock index futures contracts, thereby hoping to offset the potential decline in the value of its portfolio securities by a corresponding increase in the value of the futures contract position. Similarly, if a Fund holds an individual company’s stock and expects the price of that stock to decline, the Fund may sell a futures contract on that stock in hopes of offsetting the potential decline in the company’s stock price. A Fund could protect against a decline in stock prices by selling portfolio securities and investing in money market instruments, but the use of futures contracts enables it to maintain a defensive position without having to sell portfolio securities.

 

With the exception of the INTECH Funds, if a Fund owns interest rate sensitive securities and the portfolio managers and/or investment personnel expect interest rates to increase, that Fund may take a short position in interest rate futures contracts. Taking such a position would have much the same effect as that Fund selling such securities in its portfolio. If interest rates

 

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increase as anticipated, the value of the securities would decline, but the value of that Fund’s interest rate futures contract would increase, thereby keeping the NAV of that Fund from declining as much as it may have otherwise. If, on the other hand, the portfolio managers and/or investment personnel expect interest rates to decline, that Fund may take a long position in interest rate futures contracts in anticipation of later closing out the futures position and purchasing the securities. Although a Fund can accomplish similar results by buying securities with long maturities and selling securities with short maturities, given the greater liquidity of the futures market than the cash market, it may be possible to accomplish the same result more easily and more quickly by using futures contracts as an investment tool to reduce risk. If the portfolio managers’ and/or investment personnel’s view about the direction of interest rates is incorrect, that Fund may incur a loss as the result of investments in interest rate futures.

 

The ordinary spreads between prices in the cash and futures markets, due to differences in the nature of those markets, are subject to distortions. First, all participants in the futures market are subject to initial margin and variation margin requirements. Rather than meeting additional variation margin requirements, investors may close out futures contracts through offsetting transactions which could distort the normal price relationship between the cash and futures markets. Second, the liquidity of the futures market depends on participants entering into offsetting transactions rather than making or taking delivery of the instrument underlying a futures contract. To the extent participants decide to make or take delivery, liquidity in the futures market could be reduced and prices in the futures market distorted. Third, from the point of view of speculators, the margin deposit requirements in the futures market are less onerous than margin requirements in the securities market. Therefore, increased participation by speculators in the futures market may cause temporary price distortions. Due to the possibility of the foregoing distortions, a correct forecast of general price trends by the portfolio managers and/or investment personnel still may not result in a successful use of futures.

 

Futures contracts entail risks. There is no guarantee that derivative investments will benefit the Funds. A Fund’s performance could be worse than if the Fund had not used such instruments. For example, if a Fund has hedged against the effects of a possible decrease in prices of securities held in its portfolio and prices increase instead, that Fund will lose part or all of the benefit of the increased value of these securities because of offsetting losses in its futures positions. This risk may be magnified for single stock futures transactions, as the portfolio managers and/or investment personnel must predict the direction of the price of an individual stock, as opposed to securities prices generally. In addition, if a Fund has insufficient cash, it may have to sell securities from its portfolio to meet daily variation margin requirements. Those sales may be, but will not necessarily be, at increased prices which reflect the rising market and may occur at a time when the sales are disadvantageous to such Fund.

 

The prices of futures contracts depend primarily on the value of their underlying instruments. Because there are a limited number of types of futures contracts, it is possible that the standardized futures contracts available to a Fund will not match exactly such Fund’s current or potential investments. A Fund may buy and sell futures contracts based on underlying instruments with different characteristics from the securities in which it typically invests – for example, by hedging investments in portfolio securities with a futures contract based on a broad index of securities – which involves a risk that the futures position will not correlate precisely with the performance of such Fund’s investments.

 

Futures prices can also diverge from the prices of their underlying instruments, even if the underlying instruments closely correlate with a Fund’s investments, such as with a single stock futures contract. Futures prices are affected by factors such as current and anticipated short-term interest rates, changes in volatility of the underlying instruments, and the time remaining until expiration of the contract. Those factors may affect securities prices differently from futures prices. Imperfect correlations between a Fund’s investments and its futures positions also may result from differing levels of demand in the futures markets and the securities markets, from structural differences in how futures and securities are traded, and from imposition of daily price fluctuation limits for futures contracts. A Fund may buy or sell futures contracts with a greater or lesser value than the securities it wishes to hedge or is considering purchasing in order to attempt to compensate for differences in historical volatility between the futures contract and the securities, although this may not be successful in all cases. If price changes in a Fund’s futures positions are poorly correlated with its other investments, its futures positions may fail to produce desired gains or result in losses that are not offset by the gains in that Fund’s other investments.

 

Because futures contracts are generally settled within a day from the date they are closed out, compared with a settlement period of three days for some types of securities, the futures markets can provide superior liquidity to the securities markets. Nevertheless, there is no assurance that a liquid secondary market will exist for any particular futures contract at any particular time. In addition, futures exchanges may establish daily price fluctuation limits for futures contracts and may halt trading if a contract’s price moves upward or downward more than the limit in a given day. On volatile trading days when the price fluctuation limit is reached, it may be impossible for a Fund to enter into new positions or close out existing

 

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positions. If the secondary market for a futures contract is not liquid because of price fluctuation limits or otherwise, a Fund may not be able to promptly liquidate unfavorable futures positions and potentially could be required to continue to hold a futures position until the delivery date, regardless of changes in its value. As a result, such Fund’s access to other assets held to cover its futures positions also could be impaired.

 

Options on Futures Contracts. The Funds may buy and write put and call options on futures contracts with respect to, but not limited to, interest rates, commodities, foreign currencies, and security or commodity indices. A purchased option on a future gives a Fund the right (but not the obligation) to buy or sell a futures contract at a specified price on or before a specified date. The purchase of a call option on a futures contract is similar in some respects to the purchase of a call option on an individual security. As with other option transactions, securities will be segregated to cover applicable margin or segregation requirements on open futures contracts. Depending on the pricing of the option compared to either the price of the futures contract upon which it is based or the price of the underlying instrument, ownership of the option may or may not be less risky than ownership of the futures contract or the underlying instrument. As with the purchase of futures contracts, when a Fund is not fully invested, it may buy a call option on a futures contract to hedge against a market advance.

 

The writing of a call option on a futures contract constitutes a partial hedge against declining prices of a security, commodity, or foreign currency which is deliverable under, or of the index comprising, the futures contract. If the futures price at the expiration of the option is below the exercise price, a Fund will retain the full amount of the option premium which provides a partial hedge against any decline that may have occurred in that Fund’s portfolio holdings. The writing of a put option on a futures contract constitutes a partial hedge against increasing prices of a security, commodity, or foreign currency which is deliverable under, or of the index comprising, the futures contract. If the futures price at the expiration of the option is higher than the exercise price, a Fund will retain the full amount of the option premium which provides a partial hedge against any increase in the price of securities which that Fund is considering buying. If a call or put option a Fund has written is exercised, such Fund will incur a loss which will be reduced by the amount of the premium it received. Depending on the degree of correlation between the change in the value of its portfolio securities and changes in the value of the futures positions, a Fund’s losses from existing options on futures may to some extent be reduced or increased by changes in the value of portfolio securities.

 

The purchase of a put option on a futures contract is similar in some respects to the purchase of protective put options on portfolio securities. For example, a Fund may buy a put option on a futures contract to hedge its portfolio against the risk of falling prices or rising interest rates.

 

The amount of risk a Fund assumes when it buys an option on a futures contract is the premium paid for the option plus related transaction costs. In addition to the correlation risks discussed above, the purchase of an option also entails the risk that changes in the value of the underlying futures contract will not be fully reflected in the value of the options bought.

 

Forward Contracts. A forward contract is an agreement between two parties in which one party is obligated to deliver a stated amount of a stated asset at a specified time in the future and the other party is obligated to pay a specified amount for the asset at the time of delivery. The Funds, with the exception of the INTECH Funds, may enter into forward contracts to purchase and sell government securities, equity or income securities, foreign currencies, or other financial instruments. Forward contracts generally are traded in an interbank market conducted directly between traders (usually large commercial banks) and their customers. Unlike futures contracts, which are standardized contracts, forward contracts can be specifically drawn to meet the needs of the parties that enter into them. The parties to a forward contract may agree to offset or terminate the contract before its maturity, or may hold the contract to maturity and complete the contemplated exchange.

 

The following discussion summarizes the Funds’ principal uses of forward foreign currency exchange contracts (“forward currency contracts). A Fund may enter into forward currency contracts with stated contract values of up to the value of that Fund’s assets. A forward currency contract is an obligation to buy or sell an amount of a specified currency for an agreed price (which may be in U.S. dollars or a foreign currency). A Fund may invest in forward currency contracts for nonhedging purposes such as seeking to enhance return. A Fund will exchange foreign currencies for U.S. dollars and for other foreign currencies in the normal course of business and may buy and sell currencies through forward currency contracts in order to fix a price for securities it has agreed to buy or sell (“transaction hedge”). A Fund also may hedge some or all of its investments denominated in a foreign currency or exposed to foreign currency fluctuations against a decline in the value of that currency relative to the U.S. dollar by entering into forward currency contracts to sell an amount of that currency (or a proxy currency whose performance is expected to replicate or exceed the performance of that currency relative to the U.S. dollar) approximating the value of some or all of its portfolio securities denominated in or exposed to that currency (“position

 

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hedge”) or by participating in options or futures contracts with respect to the currency. A Fund also may enter into a forward currency contract with respect to a currency where the Fund is considering the purchase or sale of investments denominated in that currency but has not yet selected the specific investments (“anticipatory hedge”). In any of these circumstances a Fund may, alternatively, enter into a forward currency contract to purchase or sell one foreign currency for a second currency that is expected to perform more favorably relative to the U.S. dollar if the portfolio managers and/or investment personnel believe there is a reasonable degree of correlation between movements in the two currencies (“cross-hedge”). In addition, certain Funds may cross-hedge their U.S. dollar exposure in order to achieve a representative weighted mix of the major currencies in their respective benchmark index and/or to cover an underweight country or region exposure in their portfolio.

 

These types of hedging minimize the effect of currency appreciation as well as depreciation, but do not eliminate fluctuations in the underlying U.S. dollar equivalent value of the proceeds of or rates of return on a Fund’s foreign currency denominated portfolio securities. The matching of the increase in value of a forward contract and the decline in the U.S. dollar equivalent value of the foreign currency denominated asset that is the subject of the hedge generally will not be precise. Shifting a Fund’s currency exposure from one foreign currency to another removes that Fund’s opportunity to profit from increases in the value of the original currency and involves a risk of increased losses to such Fund if the portfolio managers’ and/or investment personnel’s projection of future exchange rates is inaccurate. Proxy hedges and cross-hedges may protect against losses resulting from a decline in the hedged currency, but will cause a Fund to assume the risk of fluctuations in the value of the currency it purchases which may result in losses if the currency used to hedge does not perform similarly to the currency in which hedged securities are denominated. Unforeseen changes in currency prices may result in poorer overall performance for a Fund than if it had not entered into such contracts.

 

The Funds do not exchange collateral on their forward contracts with their counterparties; however, a Fund will segregate cash or high-grade securities with its custodian in an amount at all times equal to or greater than the Fund’s commitment with respect to these contracts. If the value of the securities used to cover a position or the value of segregated assets declines, a Fund will find alternative cover or segregate additional cash or other liquid assets on a daily basis so that the value of the covered and segregated assets will be equal to the amount of such Fund’s commitments with respect to such contracts. As an alternative to segregating assets, a Fund may buy call options permitting such Fund to buy the amount of foreign currency being hedged by a forward sale contract, or a Fund may buy put options permitting it to sell the amount of foreign currency subject to a forward buy contract.

 

While forward contracts are not currently regulated by the CFTC, the CFTC may in the future assert authority to regulate forward contracts. In such event, a Fund’s ability to utilize forward contracts may be restricted. In addition, a Fund may not always be able to enter into forward contracts at attractive prices and may be limited in its ability to use these contracts to hedge Fund assets.

 

Options on Foreign Currencies. The Funds, with the exception of the INTECH Funds, may buy and write options on foreign currencies either on exchanges or in the OTC market in a manner similar to that in which futures or forward contracts on foreign currencies will be utilized. For example, a decline in the U.S. dollar value of a foreign currency in which portfolio securities are denominated will reduce the U.S. dollar value of such securities, even if their value in the foreign currency remains constant. In order to protect against such diminutions in the value of portfolio securities, a Fund may buy put options on the foreign currency. If the value of the currency declines, such Fund will have the right to sell such currency for a fixed amount in U.S. dollars, thereby offsetting, in whole or in part, the adverse effect on its portfolio.

 

Conversely, when a rise in the U.S. dollar value of a currency in which securities to be acquired are denominated is projected, thereby increasing the cost of such securities, a Fund may buy call options on the foreign currency. The purchase of such options could offset, at least partially, the effects of the adverse movements in exchange rates. As in the case of other types of options, however, the benefit to a Fund from purchases of foreign currency options will be reduced by the amount of the premium and related transaction costs. In addition, if currency exchange rates do not move in the direction or to the extent projected, a Fund could sustain losses on transactions in foreign currency options that would require such Fund to forego a portion or all of the benefits of advantageous changes in those rates.

 

The Funds may also write options on foreign currencies. For example, to hedge against a potential decline in the U.S. dollar value of foreign currency denominated securities due to adverse fluctuations in exchange rates, a Fund could, instead of purchasing a put option, write a call option on the relevant currency. If the expected decline occurs, the option will most likely not be exercised, and the decline in value of portfolio securities will be offset by the amount of the premium received.

 

Similarly, instead of purchasing a call option to hedge against a potential increase in the U.S. dollar cost of securities to be acquired, a Fund could write a put option on the relevant currency which, if rates move in the manner projected, should

 

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expire unexercised and allow that Fund to hedge the increased cost up to the amount of the premium. As in the case of other types of options, however, the writing of a foreign currency option will constitute only a partial hedge up to the amount of the premium. If exchange rates do not move in the expected direction, the option may be exercised, and a Fund would be required to buy or sell the underlying currency at a loss which may not be offset by the amount of the premium. Through the writing of options on foreign currencies, a Fund also may lose all or a portion of the benefits which might otherwise have been obtained from favorable movements in exchange rates.

 

The Funds may write covered call options on foreign currencies. A call option written on a foreign currency by a Fund is “covered” if that Fund owns the foreign currency underlying the call or has an absolute and immediate right to acquire that foreign currency without additional cash consideration (or for additional cash consideration held in a segregated account by its custodian) upon conversion or exchange of other foreign currencies held in its portfolio. A call option is also covered if a Fund has a call on the same foreign currency in the same principal amount as the call written if the exercise price of the call held: (i) is equal to or less than the exercise price of the call written or (ii) is greater than the exercise price of the call written, if the difference is maintained by such Fund in cash or other liquid assets in a segregated account with the Fund’s custodian.

 

The Funds also may write call options on foreign currencies for cross-hedging purposes. A call option on a foreign currency is for cross-hedging purposes if it is designed to provide a hedge against a decline due to an adverse change in the exchange rate in the U.S. dollar value of a security which a Fund owns or has the right to acquire and which is denominated in the currency underlying the option. Call options on foreign currencies which are entered into for cross-hedging purposes are not covered. However, in such circumstances, a Fund will collateralize the option by segregating cash or other liquid assets in an amount not less than the value of the underlying foreign currency in U.S. dollars marked-to-market daily.

 

Eurodollar Instruments. Each Fund, with the exception of the INTECH Funds, may make investments in Eurodollar instruments. Eurodollar instruments are U.S. dollar-denominated futures contracts or options thereon which are linked to the LIBOR, although foreign currency denominated instruments are available from time to time. Eurodollar futures contracts enable purchasers to obtain a fixed rate for the lending of funds and sellers to obtain a fixed rate for borrowings. A Fund might use Eurodollar futures contracts and options thereon to hedge against changes in LIBOR, to which many interest rate swaps and fixed-income instruments are linked.

 

Additional Risks of Options on Foreign Currencies, Forward Contracts, and Foreign Instruments. Unlike transactions entered into by the Funds in futures contracts, options on foreign currencies and forward contracts are not traded on contract markets regulated by the CFTC (with the exception of non-deliverable forwards) or (with the exception of certain foreign currency options) by the SEC. To the contrary, such instruments are traded through financial institutions acting as market-makers, although foreign currency options are also traded on certain Exchanges, such as the Philadelphia Stock Exchange and the Chicago Board Options Exchange, subject to SEC regulation.

 

Similarly, options on currencies may be traded over-the-counter. In an OTC trading environment, many of the protections afforded to Exchange participants will not be available. For example, there are no daily price fluctuation limits, and adverse market movements could therefore continue to an unlimited extent over a period of time. Although the buyer of an option cannot lose more than the amount of the premium plus related transaction costs, this entire amount could be lost. Moreover, an option writer and a buyer or seller of futures or forward contracts could lose amounts substantially in excess of any premium received or initial margin or collateral posted due to the potential additional margin and collateral requirements associated with such positions.

 

Options on foreign currencies traded on Exchanges are within the jurisdiction of the SEC, as are other securities traded on Exchanges. As a result, many of the protections provided to traders on organized Exchanges will be available with respect to such transactions. In particular, all foreign currency option positions entered into on an Exchange are cleared and guaranteed by the Options Clearing Corporation (“OCC”), thereby reducing the risk of credit default. Further, a liquid secondary market in options traded on an Exchange may be more readily available than in the OTC market, potentially permitting a Fund to liquidate open positions at a profit prior to exercise or expiration or to limit losses in the event of adverse market movements.

 

The purchase and sale of exchange-traded foreign currency options, however, is subject to the risks of the availability of a liquid secondary market described above, as well as the risks regarding adverse market movements, margining of options written, the nature of the foreign currency market, possible intervention by governmental authorities, and the effects of other political and economic events. In addition, exchange-traded options on foreign currencies involve certain risks not presented by the OTC market. For example, exercise and settlement of such options must be made exclusively through the OCC, which

 

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has established banking relationships in applicable foreign countries for this purpose. As a result, the OCC may, if it determines that foreign governmental restrictions or taxes would prevent the orderly settlement of foreign currency option exercises, or would result in undue burdens on the OCC or its clearing member, impose special procedures on exercise and settlement, such as technical changes in the mechanics of delivery of currency, the fixing of dollar settlement prices, or prohibitions on exercise.

 

In addition, options on U.S. Government securities, futures contracts, options on futures contracts, forward contracts, and options on foreign currencies may be traded on foreign exchanges and OTC in foreign countries. Such transactions are subject to the risk of governmental actions affecting trading in or the prices of foreign currencies or securities. The value of such positions also could be adversely affected by: (i) other complex foreign political and economic factors; (ii) lesser availability than in the United States of data on which to make trading decisions; (iii) delays in a Fund’s ability to act upon economic events occurring in foreign markets during nonbusiness hours in the United States; (iv) the imposition of different exercise and settlement terms and procedures and margin requirements than in the United States; and (v) low trading volume.

 

Options on Securities. In an effort to increase current income and to reduce fluctuations in NAV, the Funds, with the exception of the INTECH Funds, may write covered and uncovered put and call options and buy put and call options on securities that are traded on U.S. and foreign securities exchanges and OTC. Examples of covering transactions include: (i) for a written put, selling short the underlying instrument at the same or higher price than the put’s exercise price; and (ii) for a written call, owning the underlying instrument. The Funds may write and buy options on the same types of securities that the Funds may purchase directly. The Funds may utilize American-style and European-style options. An American-style option is an option contract that can be exercised at any time between the time of purchase and the option’s expiration date. A European-style option is an option contract that can only be exercised on the option’s expiration date.

 

A Fund may cover its obligations on a put option by segregating cash or other liquid assets with the Fund’s custodian for a value equal to: (i) the full notional value of the put for physically settled options; or (ii) the in-the-money value of the put for cash settled options. A Fund may also cover its obligations on a put option by holding a put on the same security and in the same principal amount as the put written where the exercise price of the put held: (i) is equal to or greater than the exercise price of the put written; or (ii) is less than the exercise price of the put written if the difference is maintained by that Fund in cash or other liquid assets in a segregated account with its custodian. The premium paid by the buyer of an option will normally reflect, among other things, the relationship of the exercise price to the market price and the volatility of the underlying security, the remaining term of the option, supply and demand, and interest rates.

 

A Fund may cover its obligations on a call option by segregating cash or other liquid assets with the Fund’s custodian for a value equal to: (i) the current market value, marked-to-market daily, of the underlying security (but not less than the full notional value of the call) for physically settled options; or (ii) the in-the-money value of the call for cash settled options. A Fund may also cover its obligations on a written call option by (i) owning the underlying security covered by the call or having an absolute and immediate right to acquire that security without additional cash consideration (or for additional cash consideration held in a segregated account by the Fund’s custodian) upon conversion or exchange of other securities held in its portfolio; or (ii) holding a call on the same security and in the same principal amount as the call written where the exercise price of the call held: (a) is equal to or less than the exercise price of the call written; or (b) is greater than the exercise price of the call written if the difference is maintained by that Fund in cash or other liquid assets in a segregated account with its custodian.

 

A Fund would write a call option for hedging purposes, instead of writing a covered call option, when the premium to be received from the cross-hedge transaction would exceed that which would be received from writing a covered call option and the portfolio managers and/or investment personnel believe that writing the option would achieve the desired hedge.

 

The premium paid by the buyer of an option will normally reflect, among other things, the relationship of the exercise price to the market price and the volatility of the underlying security, the remaining term of the option, supply and demand, and interest rates.

 

The writer of an option may have no control over when the underlying securities must be sold, in the case of a call option, or bought, in the case of a put option, since with regard to certain options, the writer may be assigned an exercise notice at any time prior to the termination of the obligation. Whether or not an option expires unexercised, the writer retains the amount of the premium. This amount, of course, may, in the case of a covered call option, be offset by a decline in the market value of the underlying security during the option period. If a call option is exercised, the writer experiences a profit

 

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or loss from the sale of the underlying security. If a put option is exercised, the writer must fulfill the obligation to buy the underlying security at the exercise price, which will usually exceed the then market value of the underlying security.

 

The writer of an option that wishes to terminate its obligation may effect a “closing purchase transaction.” This is accomplished by buying an option of the same series as the option previously written. The effect of the purchase is that the writer’s position will be canceled by the clearing corporation. However, a writer may not effect a closing purchase transaction after being notified of the exercise of an option. Likewise, an investor who is the holder of an option may liquidate its position by effecting a “closing sale transaction.” This is accomplished by selling an option of the same series as the option previously bought. There is no guarantee that either a closing purchase or a closing sale transaction can be effected.

 

In the case of a written call option, effecting a closing transaction will permit a Fund to write another call option on the underlying security with either a different exercise price or expiration date or both. In the case of a written put option, such transaction will permit a Fund to write another put option to the extent that the exercise price is secured by deposited liquid assets. Effecting a closing transaction also will permit a Fund to use the cash or proceeds from the concurrent sale of any securities subject to the option for other investments. If a Fund desires to sell a particular security from its portfolio on which it has written a call option, such Fund will effect a closing transaction prior to or concurrent with the sale of the security.

 

A Fund will realize a profit from a closing transaction if the price of the purchase transaction is less than the premium received from writing the option or the price received from a sale transaction is more than the premium paid to buy the option. A Fund will realize a loss from a closing transaction if the price of the purchase transaction is more than the premium received from writing the option or the price received from a sale transaction is less than the premium paid to buy the option. Because increases in the market price of a call option generally will reflect increases in the market price of the underlying security, any loss resulting from the repurchase of a call option is likely to be offset in whole or in part by appreciation of the underlying security owned by a Fund.

 

An option position may be closed out only where a secondary market for an option of the same series exists. If a secondary market does not exist, a Fund may not be able to effect closing transactions in particular options and that Fund would have to exercise the options in order to realize any profit. If a Fund is unable to effect a closing purchase transaction in a secondary market, it will not be able to sell the underlying security until the option expires or it delivers the underlying security upon exercise. The absence of a liquid secondary market may be due to the following: (i) insufficient trading interest in certain options; (ii) restrictions imposed by a national securities exchange (“Exchange”) on which the option is traded on opening or closing transactions or both; (iii) trading halts, suspensions, or other restrictions imposed with respect to particular classes or series of options or underlying securities; (iv) unusual or unforeseen circumstances that interrupt normal operations on an Exchange; (v) the facilities of an Exchange or of the OCC may not at all times be adequate to handle current trading volume; or (vi) one or more Exchanges could, for economic or other reasons, decide or be compelled at some future date to discontinue the trading of options (or a particular class or series of options), in which event the secondary market on that Exchange (or in that class or series of options) would cease to exist, although outstanding options on that Exchange that had been issued by the OCC as a result of trades on that Exchange would continue to be exercisable in accordance with their terms.

 

A Fund may write options in connection with buy-and-write transactions. In other words, a Fund may buy a security and then write a call option against that security. The exercise price of such call will depend upon the expected price movement of the underlying security. The exercise price of a call option may be below (“in-the-money”), equal to (“at-the-money”), or above (“out-of-the-money”) the current value of the underlying security at the time the option is written. Buy-and-write transactions using in-the-money call options may be used when it is expected that the price of the underlying security will remain flat or decline moderately during the option period. Buy-and-write transactions using at-the-money call options may be used when it is expected that the price of the underlying security will remain fixed or advance moderately during the option period. Buy-and-write transactions using out-of-the-money call options may be used when it is expected that the premiums received from writing the call option plus the appreciation in the market price of the underlying security up to the exercise price will be greater than the appreciation in the price of the underlying security alone. If the call options are exercised in such transactions, a Fund’s maximum gain will be the premium received by it for writing the option, adjusted upwards or downwards by the difference between that Fund’s purchase price of the security and the exercise price. If the options are not exercised and the price of the underlying security declines, the amount of such decline will be offset by the amount of premium received.

 

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The writing of covered put options is similar in terms of risk and return characteristics to buy-and-write transactions. If the market price of the underlying security rises or otherwise is above the exercise price, the put option will expire worthless and a Fund’s gain will be limited to the premium received. If the market price of the underlying security declines or otherwise is below the exercise price, a Fund may elect to close the position or take delivery of the security at the exercise price and that Fund’s return will be the premium received from the put options minus the amount by which the market price of the security is below the exercise price.

 

A Fund may buy put options to hedge against a decline in the value of its portfolio. By using put options in this way, a Fund will reduce any profit it might otherwise have realized in the underlying security by the amount of the premium paid for the put option and by transaction costs.

 

A Fund may buy call options to hedge against an increase in the price of securities that it may buy in the future. The premium paid for the call option plus any transaction costs will reduce the benefit, if any, realized by such Fund upon exercise of the option, and, unless the price of the underlying security rises sufficiently, the option may expire worthless to that Fund.

 

A Fund may write straddles (combinations of put and call options on the same underlying security), which are generally a nonhedging technique used for purposes such as seeking to enhance return. Because combined options positions involve multiple trades, they result in higher transaction costs and may be more difficult to open and close out than individual options contracts. The straddle rules of the Internal Revenue Code require deferral of certain losses realized on positions of a straddle to the extent that a Fund has unrealized gains in offsetting positions at year end. The holding period of the securities comprising the straddle will be suspended until the straddle is terminated.

 

Options on Securities Indices. The Funds may also purchase and write exchange-listed and OTC put and call options on securities indices. A securities index measures the movement of a certain group of securities by assigning relative values to the securities. The index may fluctuate as a result of changes in the market values of the securities included in the index. Some securities index options are based on a broad market index, such as the New York Stock Exchange Composite Index, or a narrower market index such as the Standard & Poor’s 100. Indices may also be based on a particular industry, market segment, or certain currencies such as the U.S. Dollar Index or DXY Index.

 

Options on securities indices are similar to options on securities except that (1) the expiration cycles of securities index options are monthly, while those of securities options are currently quarterly, and (2) the delivery requirements are different. Instead of giving the right to take or make delivery of securities at a specified price, an option on a securities index gives the holder the right to receive a cash “exercise settlement amount” equal to (a) the amount, if any, by which the fixed exercise price of the option exceeds (in the case of a put) or is less than (in the case of a call) the closing value of the underlying index on the date of exercise, multiplied by (b) a fixed “index multiplier.” Receipt of this cash amount will depend upon the closing level of the securities index upon which the option is based being greater than, in the case of a call, or less than, in the case of a put, the exercise price of the index and the exercise price of the option times a specified multiple. The writer of the option is obligated, in return for the premium received, to make delivery of this amount. Securities index options may be offset by entering into closing transactions as described above for securities options.

 

Options on Non-U.S. Securities Indices. The Funds may purchase and write put and call options on foreign securities indices listed on domestic and foreign securities exchanges. The Funds may also purchase and write OTC options on foreign securities indices.

 

The Funds may, to the extent allowed by federal and state securities laws, invest in options on non-U.S. securities indices instead of investing directly in individual non-U.S. securities. The Funds may also use foreign securities index options for bona fide hedging and non-hedging purposes.

 

Options on securities indices entail risks in addition to the risks of options on securities. The absence of a liquid secondary market to close out options positions on securities indices may be more likely to occur, although the Funds generally will only purchase or write such an option if Janus Capital or the subadviser, as applicable, believes the option can be closed out. Use of options on securities indices also entails the risk that trading in such options may be interrupted if trading in certain securities included in the index is interrupted. The Funds will not purchase such options unless Janus Capital or the subadviser, as applicable, believes the market is sufficiently developed such that the risk of trading in such options is no greater than the risk of trading in options on securities.

 

Price movements in a Fund’s portfolio may not correlate precisely with movements in the level of an index and, therefore, the use of options on indices cannot serve as a complete hedge. Because options on securities indices require settlement in cash,

 

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the portfolio managers and/or investment personnel may be forced to liquidate portfolio securities to meet settlement obligations. A Fund’s activities in index options may also be restricted by the requirements of the Internal Revenue Code for qualification as a regulated investment company.

 

In addition, the hours of trading for options on the securities indices may not conform to the hours during which the underlying securities are traded. To the extent that the option markets close before the markets for the underlying securities, significant price and rate movements can take place in the underlying securities markets that cannot be reflected in the option markets. It is impossible to predict the volume of trading that may exist in such options, and there can be no assurance that viable exchange markets will develop or exist.

 

Other Options. In addition to the option strategies described above and in the Prospectuses, a Fund, with the exception of the INTECH Funds, may purchase and sell a variety of options with non-standard payout structures or other features (“exotic options”). Exotic options are traded OTC and typically have price movements that can vary markedly from simple put or call options. The risks associated with exotic options are that they cannot be as easily priced and may be subject to liquidity risk. While some exotic options have fairly active markets others are mostly thinly traded instruments. Some options are pure two-party transactions and may have no liquidity. Each Fund may treat such instruments as illiquid and will limit its investments in such instruments to no more than 15% of its net assets, when combined with all other illiquid investments of the Fund. A Fund may use exotic options to the extent that they are consistent with the Fund’s investment objective and investment policies, and applicable regulations.

 

The Funds may purchase and sell exotic options that have values which are determined by the correlation of two or more underlying assets. These types of options include, but are not limited to, outperformance options, yield curve options, or other spread options.

 

Outperformance Option – An option that pays the holder the difference in the performance of two assets. The value of an outperformance option is based on the relative difference, i.e. the percentage outperformance of one underlying security or index compared to another. Outperformance options allow a Fund to gain leveraged exposure to the percentage price performance of one security or index over another. The holder of an outperformance option will only receive payment under the option contract if a designated underlying asset outperforms the other underlying asset. If outperformance does not occur, the holder will not receive payment. The option may expire worthless despite positive performance by the designated underlying asset. Outperformance options are typically cash settled and have European-style exercise provisions.

 

Yield Curve Options – An option whose value is based on the yield spread or yield differential between two securities. In contrast to other types of options, a yield curve option is based on the difference between the yields of designated securities, rather than the prices of the individual securities, and is settled through cash payments. Accordingly, a yield curve option is profitable to the holder if this differential widens (in the case of a call) or narrows (in the case of a put), regardless of whether the yields of the underlying securities increase or decrease.

 

Spread Option – A type of option that derives its value from the price differential between two or more assets, or the same asset at different times or places. Spread options can be written on all types of financial products including equities, bonds, and currencies.

 

Swaps and Swap-Related Products. The Funds, with the exception of the INTECH Funds, may enter into swap agreements or utilize swap-related products, including, but not limited to, total return swaps; equity swaps; interest rate swaps; commodity swaps; credit default swaps, including index credit default swaps (“CDXs”) and other event-linked swaps; swap agreements on security or commodity indices; swaps on exchange-traded funds; and currency swaps, caps, and floors (either on an asset-based or liability-based basis, depending upon whether it is hedging its assets or its liabilities). To the extent a Fund may invest in foreign currency-denominated securities, it also may invest in currency exchange rate swap agreements. Swap agreements are two-party contracts entered into primarily by institutional investors for periods ranging from a day to more than one year. A Fund may enter into swap agreements in an attempt to gain exposure to the stocks making up an index of securities in a market without actually purchasing those stocks, or to hedge a position. The most significant factor in the performance of swap agreements is the change in value of the specific index, security, or currency, or other factors that determine the amounts of payments due to and from a Fund. The Funds will usually enter into total return swaps and interest rate swaps on a net basis (i.e., the two payment streams are netted out, with a Fund receiving or paying, as the case may be, only the net amount of the two payments). The net amount of the excess, if any, of a Fund’s obligations over its entitlement with respect to each swap will be calculated on a daily basis, and an amount of cash or other liquid assets having an aggregate NAV at least equal to the accrued excess will be maintained in a segregated account by the Fund’s custodian. If a

 

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Fund enters into a swap on other than a net basis, it would maintain segregated assets in the full amount accrued on a daily basis of its obligations with respect to the swap.

 

Swap agreements entail the risk that a party will default on its payment obligations to the Fund. If there is a default by the other party to such a transaction, a Fund normally will have contractual remedies pursuant to the agreements related to the transaction. Swap agreements also bear the risk that a Fund will not be able to meet its obligation to the counterparty. Swap agreements are typically privately negotiated and entered into in the over-the-counter market. However, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) of 2010 now requires certain swap agreements to be cleared through a clearinghouse and traded on an exchange or swap execution facility. Swaps that are required to be cleared are required to post initial and variation margins in accordance with the exchange requirements. New regulations under the Dodd-Frank Act could, among other things, increase the cost of such transactions.

 

A Fund normally will not enter into any total return, equity, or interest rate swap, cap, or floor transaction unless the claims-paying ability of the other party thereto meets guidelines established by Janus Capital. Janus Capital’s guidelines may be adjusted in accordance with market conditions. Janus Capital or the subadviser, as applicable, will monitor the creditworthiness of all counterparties on an ongoing basis. Generally, parties that are rated in the highest short-term rating category by an NRSRO will meet Janus Capital’s guidelines. The ratings of NRSROs represent their opinions of the claims-paying ability of entities rated by them. NRSRO ratings are general and are not absolute standards of quality.

 

The swap market has grown substantially in recent years, with a large number of banks and investment banking firms acting both as principals and as agents utilizing standardized swap documentation. Janus Capital has determined that, as a result, the swap market has become relatively liquid. Caps and floors are more recent innovations for which standardized documentation has not yet been developed and, accordingly, they are less liquid than other types of swaps. To the extent a Fund sells (i.e., writes) caps and floors, it will segregate cash or other liquid assets having an aggregate NAV at least equal to the full amount, accrued on a daily basis, of its obligations with respect to any caps or floors.

 

There is no limit on the amount of total return, equity, or interest rate swap transactions that may be entered into by a Fund. The use of swaps is a highly specialized activity which involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. Swap transactions may in some instances involve the delivery of securities or other underlying assets by a Fund or its counterparty to collateralize obligations under the swap. Under the documentation currently used in those markets, the risk of loss with respect to swaps is limited to the net amount of the payments that a Fund is contractually obligated to make. If the other party to a swap that is not collateralized defaults, a Fund would risk the loss of the net amount of the payments that it contractually is entitled to receive. A Fund may buy and sell (i.e., write) caps and floors, without limitation, subject to the segregation requirement described above. Certain swaps, such as total return swaps, may add leverage to a Fund because, in addition to its total net assets, a Fund may be subject to investment exposure on the notional amount of the swap.

 

Another form of a swap agreement is the credit default swap. A Fund may enter into various types of credit default swap agreements (with notional values not to exceed 10% of the net assets of the Fund), including OTC credit default swap agreements, for investment purposes and to add leverage to its portfolio. As the seller in a credit default swap contract, the Fund would be required to pay the par value (the “notional value”) (or other agreed-upon value) of a referenced debt obligation to the counterparty in the event of a default by a third party, such as a U.S. or foreign corporate issuer, on the debt obligation. In return, the Fund would receive from the counterparty a periodic stream of payments over the term of the contract provided that no event of default has occurred. If no default occurs, the Fund would keep the stream of payments and would have no payment obligations. As the seller, the Fund would effectively add leverage to its portfolio because, in addition to its total net assets, that Fund would be subject to investment exposure on the notional value of the swap. The maximum potential amount of future payments (undiscounted) that the Fund as a seller could be required to make in a credit default transaction would be the notional amount of the agreement. A Fund may also purchase credit default swap contracts in order to hedge against the risk of default of debt securities held in its portfolio, in which case the Fund would function as the counterparty referenced in the preceding paragraph. Credit default swaps could result in losses if the Fund does not correctly evaluate the creditworthiness of the company or companies on which the credit default swap is based.

 

Credit default swap agreements may involve greater risks than if a Fund had invested in the reference obligation directly since, in addition to risks relating to the reference obligation, credit default swaps are subject to illiquidity risk, counterparty risk, and credit risk. A Fund will generally incur a greater degree of risk when it sells a credit default swap than when it purchases a credit default swap. As a buyer of a credit default swap, the Fund may lose its investment and recover nothing should no credit event occur and the swap is held to its termination date. As seller of a credit default swap, if a credit event

 

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were to occur, the value of any deliverable obligation received by the Fund, coupled with the upfront or periodic payments previously received, may be less than what it pays to the buyer, resulting in a loss of value to the Fund.

 

A Fund may invest in funded (notional value of contract paid up front) or unfunded (notional value only paid in case of default) CDXs or other similarly structured products. CDXs are designed to track segments of the credit default swap market and provide investors with exposure to specific reference baskets of issuers of bonds or loans. These instruments have the potential to allow an investor to obtain the same investment exposure as an investor who invests in an individual credit default swap, but with the potential added benefit of diversification. The CDX reference baskets are normally priced daily and rebalanced every six months in conjunction with leading market makers in the credit industry. The liquidity of the market for CDXs is normally subject to liquidity in the secured loan and credit derivatives markets.

 

A Fund investing in CDXs is normally only permitted to take long positions in these instruments. A Fund holding a long position in CDXs typically receives income from principal or interest paid on the underlying securities. A Fund also normally indirectly bears its proportionate share of any expenses paid by a CDX in addition to the expenses of the Fund. By investing in CDXs, a Fund could be exposed to risks relating to, among other things, the reference obligation, illiquidity risk, counterparty risk, and credit risk.

 

Regulations recently enacted by the CFTC under the Dodd-Frank Act require the Funds to clear certain interest rate and credit default index swaps through a clearinghouse or central counterparty (“CCP”). To clear a swap with a CCP, a Fund will submit the swap to, and post collateral with, an FCM that is a clearinghouse member. Alternatively, a Fund may enter into a swap with a financial institution other than the FCM (the “Executing Dealer”) and arrange for the swap to be transferred to the FCM for clearing. A Fund may also enter into a swap with the FCM itself. The CCP, the FCM, and the Executing Dealer are all subject to regulatory oversight by the CFTC. A default or failure by a CCP or an FCM, or the failure of a swap to be transferred from an Executing Dealer to the FCM for clearing, may expose the Funds to losses, increase their costs, or prevent the Funds from entering or exiting swap positions, accessing collateral, or fully implementing their investment strategies. The regulatory requirement to clear certain swaps could, either temporarily or permanently, reduce the liquidity of cleared swaps or increase the costs of entering into those swaps.

 

Options on Swap Contracts. Certain Funds may purchase or write covered and uncovered put and call options on swap contracts (“swaptions”). Swaption contracts grant the purchaser the right, but not the obligation, to enter into a swap transaction at preset terms detailed in the underlying agreement within a specified period of time. Entering into a swaption contract involves, to varying degrees, the elements of credit, market, and interest rate risk, associated with both option contracts and swap contracts.

 

Synthetic Equity Swaps. A Fund may enter into synthetic equity swaps, in which one party to the contract agrees to pay the other party the total return earned or realized on a particular “notional amount” of value of an underlying equity security including any dividends distributed by the underlying security. The other party to the contract makes regular payments, typically at a fixed rate or at a floating rate based on LIBOR or other variable interest rate based on the notional amount. Similar to currency swaps, synthetic equity swaps are generally entered into on a net basis, which means the two payment streams are netted out and a Fund will either pay or receive the net amount. A Fund will enter into a synthetic equity swap instead of purchasing the reference security when the synthetic equity swap provides a more efficient or less expensive way of gaining exposure to a security compared with a direct investment in the security.

 

Structured Investments. A structured investment is a security having a return tied to an underlying index or other security or asset class. Structured investments generally are individually negotiated agreements and may be traded over-the-counter. Structured investments are organized and operated to restructure the investment characteristics of the underlying security. This restructuring involves the deposit with or purchase by an entity, such as a corporation or trust, or specified instruments (such as commercial bank loans) and the issuance by that entity of one or more classes of securities (“structured securities”) backed by, or representing interests in, the underlying instruments. The cash flow on the underlying instruments may be apportioned among the newly issued structured securities to create securities with different investment characteristics, such as varying maturities, payment priorities, and interest rate provisions, and the extent of such payments made with respect to structured securities is dependent on the extent of the cash flow on the underlying instruments. Because structured securities typically involve no credit enhancement, their credit risk generally will be equivalent to that of the underlying instruments. Investments in structured securities are generally of a class of structured securities that is either subordinated or unsubordinated to the right of payment of another class. Subordinated structured securities typically have higher yields and present greater risks than unsubordinated structured securities. Structured securities are typically sold in private placement transactions, and there currently is no active trading market for structured securities.

 

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Investments in government and government-related restructured debt instruments are subject to special risks, including the inability or unwillingness to repay principal and interest, requests to reschedule or restructure outstanding debt, and requests to extend additional loan amounts. Structured investments include a wide variety of instruments which are also subject to special risk such as inverse floaters and collateralized debt obligations. Inverse floaters involve leverage which may magnify a Fund’s gains or losses. The risk of collateral debt obligations depends largely on the type of collateral securing the obligations. There is a risk that the collateral will not be adequate to make interest or other payments related to the debt obligation the collateral supports.

 

Structured instruments that are registered under the federal securities laws may be treated as liquid. In addition, many structured instruments may not be registered under the federal securities laws. In that event, a Fund’s ability to resell such a structured instrument may be more limited than its ability to resell other Fund securities. The Funds may treat such instruments as illiquid and will limit their investments in such instruments to no more than 15% of each Fund’s net assets, when combined with all other illiquid investments of each Fund. The INTECH Funds do not intend to invest in structured investments.

 

PORTFOLIO TURNOVER

 

The portfolio turnover rate of a Fund is calculated by dividing the lesser of purchases or sales of portfolio securities (exclusive of purchases or sales of U.S. Government securities and all other securities whose maturities at the time of acquisition were one year or less) by the monthly average of the value of the portfolio securities owned by the Fund during the year. Proceeds from short sales and assets used to cover short positions undertaken are included in the amounts of securities sold and purchased, respectively, during the fiscal year. A 100% portfolio turnover rate would occur, for example, if all of the securities held by a Fund were replaced once during the fiscal year. A Fund cannot accurately predict its turnover rate. Variations in portfolio turnover rates shown may be due to market conditions, changes in the size of a Fund, fluctuating volume of shareholder purchase and redemption orders, the nature of a Fund’s investments, and the investment style and/or outlook of the portfolio managers and/or investment personnel. A Fund’s portfolio turnover rate may be higher when a Fund finds it necessary to significantly change its portfolio to adopt a temporary defensive position or respond to economic or market events. Higher levels of portfolio turnover may result in higher costs for brokerage commissions, dealer mark-ups, and other transaction costs, and may also result in taxable capital gains. Higher costs associated with increased portfolio turnover may offset gains in Fund performance. The following table summarizes the portfolio turnover rates for the Funds for the last two fiscal years, unless otherwise noted.

 

                 
    Portfolio Turnover Rate for   Portfolio Turnover Rate for
    the fiscal year ended   the fiscal year ended
Fund Name   June 30, 2014   June 30, 2013
Fixed Income(1)                
Janus Flexible Bond Fund     118%       118%  
Janus Global Bond Fund     171%       182%  
Janus High-Yield Fund     67%       93%  
Janus Multi-Sector Income Fund     74% (2)     N/A  
Janus Real Return Fund     91%       112% (3)
Janus Short-Term Bond Fund     78%       100%  
Mathematical(1)                
INTECH Global Dividend Fund     51%       113%  
INTECH International Fund     160%       143%  
INTECH U.S. Core Fund     59%       67%  
INTECH U.S. Growth Fund     110%       81%  
INTECH U.S. Value Fund     150%       100%  
Value                
Perkins Large Cap Value Fund     34%       45%  
Perkins Mid Cap Value Fund     51%       60%  
Perkins Select Value Fund     76%       62%  
Perkins Small Cap Value Fund     62%       60%  
Perkins Value Plus Income Fund(1)     95%       97%  

 

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(1)  Due to the nature of the securities in which it invests and/or its respective investment strategies, a Fund may have relatively high portfolio turnover compared to other funds.
(2)  February 28, 2014 (effective date) to June 30, 2014.
(3)  The increase in the portfolio turnover rate was partially due to a restructuring of the Fund’s portfolio and a change in portfolio management.

 

PORTFOLIO HOLDINGS DISCLOSURE POLICIES AND PROCEDURES

 

The Mutual Fund Holdings Disclosure Policies and Procedures adopted by Janus Capital and all mutual funds managed within the Janus fund complex are designed to be in the best interests of the funds and to protect the confidentiality of the funds’ portfolio holdings. The following describes policies and procedures with respect to disclosure of portfolio holdings.

 

•  Full Holdings. Each Fund is required to disclose its complete holdings in the quarterly holdings report on Form N-Q within 60 days of the end of the first and third fiscal quarters, and in the annual report and semiannual report to Fund shareholders. These reports (i) are available on the SEC’s website at http://www.sec.gov; (ii) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (information on the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iii) are available without charge, upon request, by calling a Janus representative at 1-800-525-0020 (toll free). With the exception of Funds subadvised by INTECH, portfolio holdings consisting of at least the names of the holdings are generally available on a calendar quarter-end basis with a 30-day lag. For the Funds subadvised by INTECH, portfolio holdings (excluding derivatives, short positions, and other investment positions) consisting of at least the names of the holdings are generally available on a calendar quarter-end basis with a 60-day lag. Holdings are generally posted approximately two business days thereafter under Full Holdings for each Fund at janus.com/info (or under each Fund’s Holdings & Details tab at janus.com/allfunds if you hold Class D Shares).

 

Each Fund, with the exception of Funds subadvised by INTECH, may provide, upon request, historical full holdings on a monthly basis for periods prior to the previous quarter-end subject to a written confidentiality agreement. Funds subadvised by INTECH may provide, upon request, historical full holdings at any time subject to a written confidentiality agreement.

 

•  Top Holdings. Each Fund’s (with the exception of Funds subadvised by INTECH) top portfolio holdings, in order of position size and as a percentage of a Fund’s total portfolio, are available monthly with a 15-day lag and on a calendar quarter-end basis with a 15-day lag. Top holdings of Funds subadvised by INTECH, consisting of security names only in alphabetical order and aggregate percentage of a Fund’s total portfolio, are available monthly with a 15-day lag and on a calendar quarter-end basis with a 15-day lag.
   
•  Other Information. Each Fund may occasionally provide security breakdowns (e.g., industry, sector, regional, market capitalization, and asset allocation), top performance contributors/detractors (for all Funds except those subadvised by INTECH), and specific portfolio level performance attribution information and statistics monthly with a 15-day lag and on a calendar quarter-end basis with a 15-day lag. Top performance contributors/detractors provided at calendar quarter-end (for all Funds except those subadvised by INTECH) may include the percentage of contribution/detraction to Fund performance.

 

Full portfolio holdings will remain available on the Janus websites at least until a Form N-CSR or Form N-Q is filed with the SEC for the period that includes the date as of which the website information is current. Funds subadvised by INTECH disclose their short positions, if applicable, only to the extent required in regulatory reports. Janus Capital may exclude from publication on its websites all or any portion of portfolio holdings or change the time periods of disclosure as deemed necessary to protect the interests of the Janus funds.

 

The Janus funds’ Trustees, officers, and primary service providers, including investment advisers identified in this SAI, distributors, administrators, transfer agents, custodians, securities lending agents, and their respective personnel, may receive or have access to nonpublic portfolio holdings information. In addition, third parties, including but not limited to those that provide services to the Janus funds, Janus Capital, and its affiliates, such as trade execution measurement systems providers, independent pricing services, proxy voting service providers, the funds’ insurers, computer systems service providers, lenders, counsel, accountants/auditors, and rating and ranking organizations may also receive or have access to nonpublic portfolio holdings information. Other recipients of nonpublic portfolio holdings information may include, but may not be limited to, third parties such as consultants, data aggregators, and asset allocation services which calculate information derived from holdings for use by Janus Capital, and which supply their analyses (but not the holdings themselves) to their clients. Such parties, either by agreement or by virtue of their duties, are required to maintain confidentiality with respect to such nonpublic portfolio holdings. Any confidentiality agreement entered into regarding disclosure of a Janus fund’s portfolio holdings includes a provision that portfolio holdings are the confidential property of that Janus fund and may not be shared

 

40

 

or used directly or indirectly for any purpose (except as specifically provided in the confidentiality agreement), including trading in fund shares.

 

Nonpublic portfolio holdings information may be disclosed to certain third parties upon a good faith determination made by Janus Capital’s Chief Compliance Officer or Ethics Committee that a Janus fund has a legitimate business purpose for such disclosure and the recipient agrees to maintain confidentiality. Preapproval by the Chief Compliance Officer or Ethics Committee is not required for certain routine service providers and in response to regulatory, administrative, and judicial requirements. The Chief Compliance Officer reports to the Janus funds’ Trustees regarding material compliance matters with respect to the portfolio holdings disclosure policies and procedures.

 

Under extraordinary circumstances, Janus Capital’s Chief Investment Officer(s) or their delegates have the authority to waive one or more provisions of, or make exceptions to, the Mutual Fund Holdings Disclosure Policies and Procedures when in the best interest of the Janus funds and when such waiver or exception is consistent with federal securities laws and applicable fiduciary duties. The frequency with which portfolio holdings are disclosed, as well as the lag time associated with such disclosure, may vary as deemed appropriate under the circumstances. All waivers and exceptions involving any of the Janus funds shall be pre-approved by the Chief Compliance Officer or a designee.

 

To the best knowledge of the Janus funds, as of the date of this SAI, the following non-affiliated third parties, which consist of service providers and consultants as described above under ongoing arrangements with the funds and/or Janus Capital, receive or may have access to nonpublic portfolio holdings information, which may include the full holdings of a fund. Certain of the arrangements below reflect relationships of one or more subadvisers and their products.

         
Name   Frequency   Lag Time
Abu Dhabi Investment Council   As needed   Current
ACA Compliance Group   As needed   Current
Alan Biller and Associates   Quarterly   Current
Allianz Investment Management LLC   As needed   Current
ALPS Distributors, Inc.   As needed   Current
AnchorPath Financial, LLC   As needed   Current
Aon Hewitt   As needed   Current
Apex Systems, Inc.   As needed   Current
Aprimo, Inc.   As needed   Current
Athena Investment Services   As needed   Current
Barclays Capital Inc.   Daily   Current
Barra, Inc.   Daily   Current
Blue Sky Group B.V.   As needed   Current
BNP Paribas   Daily   Current
BNP Paribas Prime Brokerage, Inc.   Daily   Current
BNP Securities Corp.   Daily   Current
BNY Mellon Performance and Risk Analytics, LLC   Monthly   Current
Brockhouse & Cooper Inc.   Quarterly   Current
Brown Brothers Harriman & Co.   Daily   Current
Callan Associates Inc.   As needed   Current
Cambridge Associates LLC   Quarterly   Current
Canterbury Consulting Inc.    Monthly   Current
Carr Communications NYC, LLC   As needed   Current
Charles River Brokerage, LLC   As needed   Current
Charles River Systems, Inc.   As needed   Current
Charles Schwab & Co., Inc.    As needed   Current
CMS BondEdge   As needed   Current
Compri Consulting, Inc.   Daily   Current
Consulting Services Group, LLC   As needed   Current
Corporate Compliance Partners LLC   As needed   Current

 

41

 

         
Name   Frequency   Lag Time
Deloitte & Touche LLP   As needed   Current
Deloitte Tax LLP   As needed   Current
DeMarche Associates   As needed   Current
Deutsche Bank AG, New York Branch   As needed   Current
DTCC Loan/SERV LLC   Daily   Current
Eagle Investment Systems Corp.   As needed   Current
Ennis, Knupp & Associates, Inc.   As needed   Current
Envestnet Asset Management Inc.   As needed   Current
Ernst & Young LLP   As needed   Current
FactSet Research Systems, Inc.    As needed   Current
Financial Express Limited   As needed   Current
Financial Models Company, Inc.    As needed   Current
FlexTrade LLC   Daily   Current
Frank Russell Company   As needed   Current
FrontSide Analytics, LLC   Daily   Current
FT Interactive Data Corporation   Daily   Current
HeterMedia Services Limited   Monthly   Current
Hewitt Associates LLC   As needed   Current
Horizon Investments, LLC   As needed   Current
Infotech Consulting Inc.   Daily   Current
Institutional Shareholder Services, Inc.   Daily   Current
International Data Corporation   Daily   Current
Investment Technology Group, Inc.   Daily   Current
InvestTech Systems Consulting, Inc.   Daily   Current
J.P. Morgan Securities LLC   As needed   Current
Jeffrey Slocum & Associates, Inc.   As needed   Current
KFORCE Inc.   Daily   Current
KPMG LLP   As needed   Current
LendAmend LLC   As needed   Current
Lipper Inc.   Quarterly   Current
Marco Consulting Group, Inc.   Monthly   Current
Marquette Associates   As needed   Current
Markit EDM Limited   Daily   Current
Markit Loans, Inc.    Daily   Current
Mercer Investment Consulting, Inc.    As needed   Current
Merrill Communications LLC   Quarterly   Current
MIO Partners, Inc.   As needed   Current
Momentum Global Investment Management   As needed   Current
Moody’s Investors Service Inc.    Weekly   7 days or more
Morningstar, Inc.   As needed   30 days
New England Pension Consultants   Monthly   Current
Nikko AM Americas   As needed   Current
Nomura Funds Research & Technologies America Inc.   As needed   Current
Omgeo LLC   Daily   Current
Pacific Life   As needed   Current
Perficient, Inc.   As needed   Current
PricewaterhouseCoopers LLP   As needed   Current
Prima Capital Holding, Inc.   As needed   Current
Prima Capital Management, Inc.   Quarterly   15 days

 

42

 

         
Name   Frequency   Lag Time
Promontory Financial Group, LLC   As needed   Current
Protiviti, Inc.   As needed   Current
QuoteVision Limited   Daily   Current
RBA, Inc.   Daily   Current
RR Donnelley and Sons Company   Daily   Current
R.V. Kuhns & Associates   As needed   Current
Reuters America Inc.    Daily   Current
Rocaton Investment Advisors, LLC   As needed   Current
Rogerscasey, Inc.   Quarterly   Current
Russell/Mellon Analytical Services, LLC   Monthly   Current
Sapient Corporation   As needed   Current
SEI Investments   As needed   Current
Serena Software, Inc.   As needed   Current
SimCorp USA, Inc.   As needed   Current
SS&C Technologies, Inc.   As needed   Current
Standard & Poor’s   Daily   Current
Standard & Poor’s Financial Services   Weekly   2 days or more
Standard & Poor’s Securities Evaluation   Daily   Current
State Street Bank and Trust Company   Daily   Current
State Street Global Advisors   Monthly   Current
Stratford Advisory Group, Inc.   As needed   Current
Summit Strategies Group   Monthly; Quarterly   Current
The Ohio National Life Insurance Company   As needed   Current
Thrivent Financial for Lutherans   As needed   Current
Top Five Solutions LLC   As needed   Current
Tower Investment   As needed   30 days
Towers Watson   As needed   Current
TradingScreen Inc.   As needed   Current
TriOptima AB   Daily   Current
UBS Global Asset Management   As needed   Current
Vintage Filings (a division of PR Newswire Association LLC)   Quarterly   45 days
Wachovia Securities LLC   As needed   Current
Wall Street On Demand, Inc.    Monthly; Quarterly   30 days; 15 days
Wilshire Associates Incorporated   As needed   Current
Wolters Kluwer Financial Services, Inc.   Monthly   Current
Xtivia, Inc.   Daily   Current
Yanni Partners, Inc.   Quarterly   Current
Zephyr Associates, Inc.    Quarterly   Current

 

In addition to the categories of persons and names of persons described above who may receive nonpublic portfolio holdings information, brokers executing portfolio trades on behalf of the funds may receive nonpublic portfolio holdings information. Under no circumstance does a Janus mutual fund receive any compensation in connection with the arrangements to release portfolio holdings information to any of the described recipients of the information.

 

Janus Capital manages other accounts such as separately managed accounts, other pooled investment vehicles, and funds sponsored by companies other than Janus Capital. These other accounts may be managed in a similar fashion to certain Janus funds and thus may have similar portfolio holdings. Such accounts may be subject to different portfolio holdings disclosure policies that permit public disclosure of portfolio holdings information in different forms and at different times than the Funds’ portfolio holdings disclosure policies. Additionally, clients of such accounts have access to their portfolio holdings, and may not be subject to the Funds’ portfolio holdings disclosure policies.

 

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Investment adviser and subadvisers

 

 

INVESTMENT ADVISER – JANUS CAPITAL MANAGEMENT LLC

 

As stated in the Prospectuses, each Fund has an Investment Advisory Agreement with Janus Capital Management LLC, 151 Detroit Street, Denver, Colorado 80206-4805. Janus Capital is a direct subsidiary of Janus Capital Group Inc. (“JCGI”), a publicly traded company with principal operations in financial asset management businesses. JCGI owns approximately 95% of Janus Capital, with the remaining 5% held by Janus Management Holdings Corporation.

 

Each Fund’s Advisory Agreement continues in effect from year to year so long as such continuance is approved at least annually by the vote of a majority of the Funds’ Trustees who are not parties to the Advisory Agreements or “interested persons” (as defined by the 1940 Act) of any such party (the “Independent Trustees”), and by either the Funds’ Trustees or the affirmative vote of a majority of the outstanding voting securities of each Fund. Each Advisory Agreement: (i) may be terminated, without the payment of any penalty, by a Fund’s Trustees, or the vote of at least a majority of the outstanding voting securities of a Fund, or Janus Capital, on 60 days’ advance written notice; (ii) terminates automatically in the event of its assignment; and (iii) generally, may not be amended without the approval by vote of a majority of the Trustees of the affected Fund, including a majority of the Independent Trustees, and, to the extent required by the 1940 Act, the affirmative vote of a majority of the outstanding voting securities of that Fund.

 

Each Advisory Agreement provides that Janus Capital will furnish continuous advice and recommendations concerning the Funds’ investments, provide office space for the Funds and certain other advisory-related services. Each Fund pays custodian fees and expenses, any brokerage commissions and dealer spreads, and other expenses in connection with the execution of portfolio transactions, legal and audit expenses, interest and taxes, a portion of trade or other investment company dues and expenses, expenses of shareholders’ meetings, mailing of prospectuses, statements of additional information, and reports to shareholders, fees and expenses of all Fund Trustees, other costs of complying with applicable laws regulating the sale of Fund shares, compensation to the Funds’ transfer agent, and other costs, including shareholder servicing costs. As discussed in this section, Janus Capital has delegated certain management duties for certain Funds to INTECH and Perkins pursuant to subadvisory agreements (“Sub-Advisory Agreements”) between Janus Capital and each subadviser.

 

The Trust and Janus Capital have received an exemptive order from the SEC that permits Janus Capital, subject to the approval of the Trustees, to appoint or replace certain subadvisers to manage all or a portion of a Fund’s assets and enter into, amend, or terminate a subadvisory agreement with certain subadvisers without obtaining shareholder approval (a “manager-of-managers structure”). Implementation of a manager-of-managers structure, however, would need to be approved by a Fund’s shareholders. The manager-of-managers structure applies to subadvisers that are not affiliated with the Trust or Janus Capital (“non-affiliated subadvisers”), as well as any subadviser that is an indirect or direct “wholly-owned subsidiary” (as such term is defined by the 1940 Act) of Janus Capital or of another company that, indirectly or directly, wholly owns Janus Capital (collectively, “wholly-owned subadvisers”).

 

Pursuant to the order, Janus Capital, with the approval of the Trustees, has the discretion to terminate any subadviser and allocate and reallocate a Fund’s assets among Janus Capital and any other non-affiliated subadvisers or wholly-owned subadvisers (including terminating a non-affiliated subadviser and replacing it with a wholly-owned subadviser). Janus Capital, subject to oversight and supervision by the Trustees, has responsibility to oversee any subadviser to a Fund and to recommend for approval by the Trustees, the hiring, termination, and replacement of subadvisers for a Fund. The order also permits a Fund to disclose subadvisers’ fees only in the aggregate. In the event that Janus Capital hires a new subadviser pursuant to the manager-of-managers structure, the affected Fund would provide shareholders with information about the new subadviser and subadvisory agreement within 90 days.

 

Janus Capital also serves as administrator and is authorized to perform, or cause others to perform, the administration services necessary for the operation of the Funds, including, but not limited to, NAV determination, portfolio accounting, recordkeeping, blue sky registration and monitoring services, preparation of prospectuses and other Fund documents, and other services for which the Funds reimburse Janus Capital for its out-of-pocket costs. Each Fund also pays for the salaries, fees, and expenses of certain Janus Capital employees and Fund officers, with respect to certain specified administration functions they perform on behalf of the Funds. Administration costs are separate and apart from advisory fees and other expenses paid in connection with the investment advisory services Janus Capital (or any subadviser) provides to each Fund. Some expenses related to compensation payable to the Funds’ Chief Compliance Officer and compliance staff are shared with the Funds.

 

Many of these costs vary from year to year which can make it difficult to predict the total impact to your Fund’s expense ratio, in particular during times of declining asset values of a Fund. Certain costs may be waived and/or reimbursed by Janus Capital to the Funds pursuant to expense limitation agreements with a Fund.

 

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A discussion regarding the basis for the Trustees’ approval of the Funds’ Investment Advisory Agreements and Sub-Advisory Agreements (as applicable) is included in the Funds’ annual or semiannual report to shareholders. You can request the Funds’ annual or semiannual reports (as they become available), free of charge, by contacting your plan sponsor, broker-dealer, or financial intermediary, or by contacting a Janus representative at 1-877-335-2687 (or 1-800-525-3713 if you hold Class D Shares). The reports are also available, free of charge, at janus.com/info (or janus.com/reports if you hold Class D Shares).

 

The Funds pay a monthly investment advisory fee to Janus Capital for its services. The fee is based on the average daily net assets of each Fund for Funds with an annual fixed-rate fee, and is calculated at the annual rate. The detail for Funds with this fee structure is shown below under “Average Daily Net Assets of the Fund.” Funds that pay a fee that may adjust up or down based on the Fund’s performance relative to its benchmark index over the performance measurement period have “N/A” in the “Average Daily Net Assets of the Fund” column below. The following table also reflects the Funds’ contractual fixed-rate investment advisory fee rate for Funds with an annual fee based on average daily net assets and the “base fee” rate prior to any performance fee adjustment for Funds that have a performance fee structure.

             
        Contractual
        Investment Advisory
    Average Daily Net    Fees/Base Fees (%)
Fund Name   Assets of the Fund    (annual rate)
Fixed Income            
             
Janus Flexible Bond Fund   First $300 Million     0.50  
    Over $300 Million     0.40  
             
Janus Global Bond Fund   First $1 Billion     0.60  
    Next $1 Billion     0.55  
    Over $2 Billion     0.50  
             
Janus High-Yield Fund   First $300 Million     0.65  
    Over $300 Million     0.55  
             
Janus Multi-Sector Income Fund   First $200 Million     0.60  
    Next $500 Million     0.57  
    Over $700 Million     0.55  
             
Janus Real Return Fund(1)   First $1 Billion     0.55  
    Next $4 Billion     0.53  
    Over $5 Billion     0.50  
             
Janus Short-Term Bond Fund   First $300 Million     0.64  
    Over $300 Million     0.54  
             
Mathematical            
             
INTECH Global Dividend Fund   All Asset Levels     0.55  
             
INTECH International Fund   All Asset Levels     0.55  
             
INTECH U.S. Core Fund   N/A     0.50  
             
INTECH U.S. Growth Fund   All Asset Levels     0.50  
             
INTECH U.S. Value Fund   All Asset Levels     0.50  
             
Value            
             
Perkins Large Cap Value Fund   N/A     0.64  
             
Perkins Mid Cap Value Fund   N/A     0.64  
             
Perkins Select Value Fund   N/A     0.70  
             
Perkins Small Cap Value Fund   N/A     0.72  
             
Perkins Value Plus Income Fund   All Asset Levels     0.60  

 

(1)  Prior to October 15, 2012, the Fund’s investment advisory rate was based on a breakpoint schedule of 0.75% on the first $3 billion of the average daily closing net asset value and 0.72% on assets in excess of $3 billion.

 

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PERFORMANCE-BASED INVESTMENT ADVISORY FEE

 

Applies to INTECH U.S. Core Fund, Perkins Mid Cap Value Fund, Perkins Large Cap Value Fund, Perkins Small Cap Value Fund, and Perkins Select Value Fund only

Effective on the dates shown below, each of INTECH U.S. Core Fund, Perkins Mid Cap Value Fund, Perkins Large Cap Value Fund, Perkins Small Cap Value Fund, and Perkins Select Value Fund implemented an investment advisory fee rate that adjusts up or down based upon each Fund’s performance relative to the cumulative investment record of its respective benchmark index over the performance measurement period. Any performance adjustment commenced on the date shown below. Prior to the effective date of the performance adjustment, only the base fee applied.

             
    Effective Date of   Effective Date of
    Performance Fee   First Adjustment
Fund Name   Arrangement   to Advisory Fee
INTECH U.S. Core Fund   01/01/06     01/01/07  
Perkins Mid Cap Value Fund   02/01/06     02/01/07  
Perkins Large Cap Value Fund   01/01/09     01/01/10  
Perkins Small Cap Value Fund   01/01/09     01/01/10  
Perkins Select Value Fund   01/01/12     01/01/13  
             

Under the performance-based fee structure, the investment advisory fee paid to Janus Capital by each Fund consists of two components: (1) a base fee calculated by applying the contractual fixed rate of the advisory fee to the Fund’s average daily net assets during the previous month (“Base Fee Rate”), plus or minus (2) a performance-fee adjustment (“Performance Adjustment”) calculated by applying a variable rate of up to 0.15% (positive or negative) to the Fund’s average daily net assets during the applicable performance measurement period. The performance measurement period generally is the previous 36 months, although no Performance Adjustment will be made until the performance-based fee structure has been in effect for at least 12 months; accordingly, only the Fund’s Base Fee Rate applies for the initial 12 months. When the performance-based fee structure has been in effect for at least 12 months, but less than 36 months, the performance measurement period will be equal to the time that has elapsed since the performance-based fee structure took effect. The Base Fee Rate is calculated and accrued daily. The Performance Adjustment is calculated monthly in arrears and is accrued throughout the month. The investment advisory fee is paid monthly in arrears.

 

The Performance Adjustment may result in an increase or decrease in the investment advisory fee paid by a Fund, depending upon the investment performance of the Fund relative to its benchmark index over the performance measurement period. No Performance Adjustment is applied unless the difference between the Fund’s investment performance and the cumulative investment record of the Fund’s benchmark index is 0.50% or greater (positive or negative) during the applicable performance measurement period. The Base Fee Rate is subject to an upward or downward Performance Adjustment for every full 0.50% increment by which the Fund outperforms or underperforms its benchmark index. Because the Performance Adjustment is tied to a Fund’s performance relative to its benchmark index (and not its absolute performance), the Performance Adjustment could increase Janus Capital’s fee even if the Fund’s shares lose value during the performance measurement period and could decrease Janus Capital’s fee even if the Fund’s shares increase in value during the performance measurement period. For purposes of computing the Base Fee Rate and the Performance Adjustment, net assets are averaged over different periods (average daily net assets during the previous month for the Base Fee Rate versus average daily net assets during the performance measurement period for the Performance Adjustment). Performance of a Fund is calculated net of expenses, whereas a Fund’s benchmark index does not have any fees or expenses. Reinvestment of dividends and distributions is included in calculating both the performance of a Fund and the Fund’s benchmark index. Under extreme circumstances involving underperformance by a rapidly shrinking Fund, the dollar amount of the Performance Adjustment could be more than the dollar amount of the Base Fee Rate. In such circumstances, Janus Capital would reimburse the applicable Fund.

 

The application of an expense limit, if any, will have a positive effect upon a Fund’s performance and may result in an increase in the Performance Adjustment. It is possible that the cumulative dollar amount of additional compensation ultimately payable to Janus Capital may, under some circumstances, exceed the cumulative dollar amount of management fees waived by Janus Capital.

 

The investment performance of a Fund’s Class A Shares (waiving the upfront sales load) for the performance measurement period is used to calculate the Performance Adjustment. After Janus Capital determines whether a particular Fund’s performance was above or below its benchmark index by comparing the investment performance of the Fund’s load-waived

 

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Class A Shares against the cumulative investment record of that Fund’s benchmark index, Janus Capital applies the same Performance Adjustment (positive or negative) across each other class of shares of the Fund.

 

The Trustees may determine that a class of shares of a Fund other than Class A Shares is the most appropriate for use in calculating the Performance Adjustment. If a different class of shares is substituted in calculating the Performance Adjustment, the use of that successor class of shares may apply to the entire performance measurement period so long as the successor class was outstanding at the beginning of such period. If the successor class of shares was not outstanding for all or a portion of the performance measurement period, it may only be used in calculating that portion of the Performance Adjustment attributable to the period during which the successor class was outstanding, and any prior portion of the performance measurement period would be calculated using the class of shares previously designated. Any change to the class of shares used to calculate the Performance Adjustment is subject to applicable law.

 

The Trustees may from time to time determine that another securities index for a Fund is a more appropriate benchmark index for purposes of evaluating the performance of that Fund. In that event, the Trustees may approve the substitution of a successor index for the Fund’s benchmark index. However, the calculation of the Performance Adjustment for any portion of the performance measurement period prior to the adoption of the successor index will still be based upon the Fund’s performance compared to its former benchmark index. Any change to a particular Fund’s benchmark index for purposes of calculating the Performance Adjustment is subject to applicable law. It is currently the position of the staff of the SEC (the “Staff”) that, with respect to Funds that charge a performance fee, changing a Fund’s benchmark index used to calculate the performance fee will require shareholder approval. If there is a change in the Staff’s position, the Trustees intend to notify shareholders of such change in position at such time as the Trustees may determine that a change in a Fund’s benchmark index is appropriate.

 

Under certain circumstances, the Trustees may, without the prior approval of Fund shareholders, implement changes to the performance fee structure of a Fund as discussed above, subject to applicable law.

 

It is not possible to predict the effect of the Performance Adjustment on future overall compensation to Janus Capital since it will depend on the performance of each Fund relative to the record of the Fund’s benchmark index and future changes to the size of each Fund.

 

If the average daily net assets of a Fund remain constant during a 36-month performance measurement period, current net assets will be the same as average net assets over the performance measurement period and the maximum Performance Adjustment will be equivalent to 0.15% of current net assets. When current net assets vary from net assets over the 36-month performance measurement period, the Performance Adjustment, as a percentage of current assets, may vary significantly, including at a rate more or less than 0.15%, depending upon whether the net assets of the Fund had been increasing or decreasing (and the amount of such increase or decrease) during the performance measurement period. Note that if net assets for a Fund were increasing during the performance measurement period, the total performance fee paid, measured in dollars, would be more than if that Fund had not increased its net assets during the performance measurement period.

 

Suppose, for example, that the Performance Adjustment was being computed after the assets of a Fund had been shrinking. Assume its monthly Base Fee Rate was 1/12th of 0.60% of average daily net assets during the previous month. Assume also that average daily net assets during the 36-month performance measurement period were $500 million, but that average daily net assets during the preceding month were just $200 million.

 

The Base Fee Rate would be computed as follows:

 

$200 million x 0.60% ¸ 12 = $100,000

 

If the Fund outperformed or underperformed its benchmark index by an amount which triggered the maximum Performance Adjustment, the Performance Adjustment would be computed as follows:

 

$500 million x 0.15% ¸ 12 = $62,500, which is approximately 1/12th of 0.375% of $200 million.

 

If the Fund had outperformed its benchmark index, the total advisory fee rate for that month would be $162,500, which is approximately 1/12th of 0.975% of $200 million.

 

If the Fund had underperformed its benchmark index, the total advisory fee rate for that month would be $37,500, which is approximately 1/12th of 0.225% of $200 million.

 

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Therefore, the total advisory fee rate for that month, as a percentage of average net assets during the preceding month, would be approximately 1/12th of 0.975% in the case of outperformance, or approximately 1/12th of 0.225% in the case of underperformance. Under extreme circumstances involving underperformance by a rapidly shrinking Fund, the dollar amount of the Performance Adjustment could be more than the dollar amount of the Base Fee Rate. In such circumstances, Janus Capital would reimburse the applicable Fund.

 

By contrast, the Performance Adjustment would be a smaller percentage of current assets if the net assets of the Fund were increasing during the performance measurement period. Suppose, for example, that the Performance Adjustment was being computed after the assets of a Fund had been growing. Assume its average daily net assets during the 36-month performance measurement period were $500 million, but that average daily net assets during the preceding month were $800 million.

 

The Base Fee Rate would be computed as follows:

 

$800 million x 0.60% ¸ 12 = $400,000

 

If the Fund outperformed or underperformed its benchmark index by an amount which triggered the maximum Performance Adjustment, the Performance Adjustment would be computed as follows:

 

$500 million x 0.15% ¸ 12 = $62,500, which is approximately 1/12th of 0.094% of $800 million.

 

If the Fund had outperformed its benchmark index, the total advisory fee rate for that month would be $462,500, which is approximately 1/12th of 0.694% of $800 million.

 

If the Fund had underperformed its benchmark index, the total advisory fee rate for that month would be $337,500, which is approximately 1/12th of 0.506% of $800 million.

 

Therefore, the total advisory fee rate for that month, as a percentage of average net assets during the preceding month, would be approximately 1/12th of 0.694% in the case of outperformance, or approximately 1/12th of 0.506% in the case of underperformance.

 

The Base Fee Rate for each Fund and the Fund’s benchmark index used for purposes of calculating the Performance Adjustment are shown in the following table:

 

        Base Fee Rate (%)
Fund Name   Benchmark Index   (annual rate)
INTECH U.S. Core Fund   S&P 500® Index(1)     0.50 (2)
Perkins Mid Cap Value Fund   Russell Midcap® Value Index(3)     0.64 (4)
Perkins Large Cap Value Fund   Russell 1000® Value Index(5)     0.64 (4)
Perkins Small Cap Value Fund   Russell 2000® Value Index(6)     0.72 (4)
Perkins Select Value Fund   Russell 3000® Value Index(7)     0.70 (4)

 

(1)  The Standard & Poor’s (“S&P”) 500® Index is a commonly recognized market-capitalization weighted index of 500 widely held equity securities, designed to measure broad U.S. equity performance.
(2)  Janus Capital pays INTECH, the Fund’s subadviser, a fee for its services provided pursuant to a Sub-Advisory Agreement between Janus Capital and INTECH, on behalf of the Fund. The subadvisory fee paid by Janus Capital to INTECH adjusts up or down based on the Fund’s performance relative to its benchmark index over the performance measurement period. Under the Sub-Advisory Agreement, Janus Capital pays INTECH a fee equal to 50% of the investment advisory fee paid by the Fund to Janus Capital (net of any performance fee adjustments).
(3)  The Russell Midcap® Value Index measures the performance of those Russell Midcap® companies with lower price-to-book ratios and lower forecasted growth values. The stocks are also members of the Russell 1000® Value Index.
(4)  Janus Capital pays Perkins, the Fund’s subadviser, a fee for its services provided pursuant to a Sub-Advisory Agreement between Janus Capital and Perkins, on behalf of the Fund. The subadvisory fee paid by Janus Capital to Perkins adjusts up or down based on the Fund’s performance relative to its benchmark index over the performance measurement period. Under the Sub-Advisory Agreement, Janus Capital pays Perkins a fee equal to 50% of the investment advisory fee paid by the Fund to Janus Capital (net of any performance fee adjustments, and reimbursements of expenses incurred or fees waived by Janus Capital).
(5)  The Russell 1000® Value Index measures the performance of those Russell 1000® companies with lower price-to-book ratios and lower forecasted growth values.
(6)  The Russell 2000® Value Index measures the performance of those Russell 2000® companies with lower price-to-book ratios and lower forecasted growth values.
(7)  The Russell 3000® Value Index measures the performance of those Russell 3000® companies with lower price-to-book ratios and lower forecasted growth values. The stocks in this index are also members of either the Russell 1000® Value Index or the Russell 2000® Value Index.

 

The following hypothetical examples illustrate the application of the Performance Adjustment for each Fund. The examples assume that the average daily net assets of the Fund remain constant during a 36-month performance measurement period. The Performance Adjustment would be a smaller percentage of current assets if the net assets of the Fund were increasing during the performance measurement period, and a greater percentage of current assets if the net assets of the Fund were

 

48

  

decreasing during the performance measurement period. All numbers in the examples are rounded to the nearest hundredth percent. The net assets of each Fund as of the fiscal year ended June 30, 2014 are shown below.

         
Fund Name   Net Assets
INTECH U.S. Core Fund   $ 675,023,763  
Perkins Mid Cap Value Fund     8,800,780,556  
Perkins Large Cap Value Fund     149,319,630  
Perkins Small Cap Value Fund     2,021,045,411  
Perkins Select Value Fund     89,441,964  

 

Examples: INTECH U.S. Core Fund

The monthly maximum positive or negative Performance Adjustment of 1/12th of 0.15% of average net assets during the prior 36 months occurs if the Fund outperforms or underperforms its benchmark index by 4.00% over the same period. The Performance Adjustment is made in even increments for every 0.50% difference in the investment performance of the Fund’s Class A Shares (waiving the upfront sales load) compared to the cumulative investment record of the S&P 500® Index.

 

Example 1: Fund Outperforms Its Benchmark Index By 4.00%

 

If the Fund has outperformed the S&P 500® Index by 4.00% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.50%   1/12th of 0.15%   1/12th of 0.65%

 

Example 2: Fund Performance Tracks Its Benchmark Index

 

If the Fund performance has tracked the performance of the S&P 500® Index during the preceding 36 months, the Fund would calculate the investment advisory fee as follows: 

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.50%   0.00   1/12th of 0.50%

 

Example 3: Fund Underperforms Its Benchmark Index By 4.00%

 

If the Fund has underperformed the S&P 500® Index by 4.00% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.50%   1/12th of -0.15%   1/12th of 0.35%

 

Under the terms of the current Sub-Advisory Agreement between Janus Capital and INTECH, on behalf of INTECH U.S. Core Fund, Janus Capital pays INTECH a fee equal to 50% of the advisory fee paid by the Fund to Janus Capital (net of any performance fee adjustment). This means that the subadvisory fee rate for fees paid by Janus Capital to INTECH will adjust up or down in line with the advisory fee rate for fees paid by the Fund to Janus Capital based on INTECH U.S. Core Fund’s Class A Shares’ (waiving the upfront sales load) performance compared to the investment record of the S&P 500® Index.

 

Examples: Perkins Mid Cap Value Fund

The monthly maximum positive or negative Performance Adjustment of 1/12th of 0.15% of average net assets during the prior 36 months occurs if the Fund outperforms or underperforms its benchmark index by 4.00% over the same period. The Performance Adjustment is made in even increments for every 0.50% difference in the investment performance of the Fund’s Class A Shares (waiving the upfront sales load) compared to the cumulative investment record of the Russell Midcap® Value Index.

 

49

  

Example 1: Fund Outperforms Its Benchmark Index By 4.00%

 

If the Fund has outperformed the Russell Midcap® Value Index by 4.00% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.64%   1/12th of 0.15%   1/12th of 0.79%

 

Example 2: Fund Performance Tracks Its Benchmark Index

 

If the Fund performance has tracked the performance of the Russell Midcap® Value Index during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.64%   0.00   1/12th of 0.64%

 

Example 3: Fund Underperforms Its Benchmark Index By 4.00%

 

If the Fund has underperformed the Russell Midcap® Value Index by 4.00% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.64%   1/12th of -0.15%   1/12th of 0.49%

 

Under the terms of the current Sub-Advisory Agreement between Janus Capital and Perkins, on behalf of Perkins Mid Cap Value Fund, Janus Capital pays Perkins a fee equal to 50% of the advisory fee paid by the Fund to Janus Capital (net of any performance fee adjustment, and net of any reimbursement of expenses incurred or fees waived by Janus Capital). This means that the subadvisory fee rate for fees paid by Janus Capital to Perkins will adjust up or down in line with the advisory fee rate for fees paid by the Fund to Janus Capital based on Perkins Mid Cap Value Fund’s Class A Shares’ (waiving the upfront sales load) performance compared to the investment record of the Russell Midcap® Value Index.

 

Examples: Perkins Large Cap Value Fund

The monthly maximum positive or negative Performance Adjustment of 1/12th of 0.15% of average net assets during the prior 36 months occurs if the Fund outperforms or underperforms its benchmark index by 3.50% over the same period. The Performance Adjustment is made in even increments for every 0.50% difference in the investment performance of the Fund’s Class A Shares (waiving the upfront sales load) compared to the cumulative investment record of the Russell 1000® Value Index.

 

Example 1: Fund Outperforms Its Benchmark Index By 3.50%

 

If the Fund has outperformed the Russell 1000® Value Index by 3.50% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.64%   1/12th of 0.15%   1/12th of 0.79%

 

Example 2: Fund Performance Tracks Its Benchmark Index

 

If the Fund performance has tracked the performance of the Russell 1000® Value Index during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.64%   0.00   1/12th of 0.64%

 

50

  

Example 3: Fund Underperforms Its Benchmark Index By 3.50%

 

If the Fund has underperformed the Russell 1000® Value Index by 3.50% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.64%   1/12th of -0.15%   1/12th of 0.49%

 

Under the terms of the current Sub-Advisory Agreement between Janus Capital and Perkins, on behalf of Perkins Large Cap Value Fund, Janus Capital pays Perkins a fee equal to 50% of the advisory fee paid by the Fund to Janus Capital (net of any performance fee adjustment, and net of any reimbursement of expenses incurred or fees waived by Janus Capital). This means that the subadvisory fee rate for fees paid by Janus Capital to Perkins will adjust up or down in line with the advisory fee rate for fees paid by the Fund to Janus Capital based on Perkins Large Cap Value Fund’s Class A Shares’ (waiving the upfront sales load) performance compared to the investment record of the Russell 1000® Value Index.

 

Examples: Perkins Small Cap Value Fund

The monthly maximum positive or negative Performance Adjustment of 1/12th of 0.15% of average net assets during the prior 36 months occurs if the Fund outperforms or underperforms its benchmark index by 5.50% over the same period. The Performance Adjustment is made in even increments for every 0.50% difference in the investment performance of the Fund’s Class A Shares (waiving the upfront sales load) compared to the cumulative investment record of the Russell 2000® Value Index.

 

Example 1: Fund Outperforms Its Benchmark Index By 5.50%

 

If the Fund has outperformed the Russell 2000® Value Index by 5.50% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.72%   1/12th of 0.15%   1/12th of 0.87%

 

Example 2:  Fund Performance Tracks Its Benchmark Index

 

If the Fund performance has tracked the performance of the Russell 2000® Value Index during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.72%   0.00   1/12th of 0.72%

 

Example 3: Fund Underperforms Its Benchmark Index By 5.50%

 

If the Fund has underperformed the Russell 2000® Value Index by 5.50% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.72%   1/12th of -0.15%   1/12th of 0.57%

 

Under the terms of the current Sub-Advisory Agreement between Janus Capital and Perkins, on behalf of Perkins Small Cap Value Fund, Janus Capital pays Perkins a fee equal to 50% of the advisory fee paid by the Fund to Janus Capital (net of any performance fee adjustment, and net of any reimbursement of expenses incurred or fees waived by Janus Capital). This means that the subadvisory fee rate for fees paid by Janus Capital to Perkins will adjust up or down in line with the advisory fee rate for fees paid by the Fund to Janus Capital based on Perkins Small Cap Value Fund’s Class A Shares’ (waiving the upfront sales load) performance compared to the investment record of the Russell 2000® Value Index.

 

Examples: Perkins Select Value Fund

The monthly maximum positive or negative Performance Adjustment of 1/12th of 0.15% of average net assets during the prior 36 months occurs if the Fund outperforms or underperforms its benchmark index by 5.00% over the same period. The Performance Adjustment is made in even increments for every 0.50% difference in the investment performance of the Fund’s

 

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Class A Shares (waiving the upfront sales load) compared to the cumulative investment record of the Russell 3000® Value Index.

 

Example 1: Fund Outperforms Its Benchmark Index By 5.00%

 

If the Fund has outperformed the Russell 3000® Value Index by 5.00% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.70%   1/12th of 0.15%   1/12th of 0.85%

 

Example 2: Fund Performance Tracks Its Benchmark Index

 

If the Fund performance has tracked the performance of the Russell 3000® Value Index during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.70%   0.00   1/12th of 0.70%

 

Example 3: Fund Underperforms Its Benchmark Index By 5.00%

 

If the Fund has underperformed the Russell 3000® Value Index by 5.00% during the preceding 36 months, the Fund would calculate the investment advisory fee as follows:

         
        Total Advisory Fee Rate
Base Fee Rate   Performance Adjustment Rate   for that Month
1/12th of 0.70%   1/12th of -0.15%   1/12th of 0.55%

 

Because the Fund is a newer fund that commenced operations on December 15, 2011, the net assets of the Fund are expected to be increasing during the performance measurement period, which is likely to result in a Performance Adjustment that will be a smaller percentage of the Fund’s current assets than would be the case if the Fund’s net assets remained constant during the entire performance measurement period.

 

Under the terms of the current Sub-Advisory Agreement between Janus Capital and Perkins, on behalf of Perkins Select Value Fund, Janus Capital pays Perkins a fee equal to 50% of the advisory fee paid by the Fund to Janus Capital (net of any performance fee adjustment, and net of any reimbursement of expenses incurred or fees waived by Janus Capital). This means that the subadvisory fee rate for fees paid by Janus Capital to Perkins will adjust up or down in line with the advisory fee rate for fees paid by the Fund to Janus Capital based on Perkins Select Value Fund’s Class A Shares’ (waiving the upfront sales load) performance compared to the investment record of the Russell 3000® Value Index.

 

EXPENSE LIMITATIONS

 

Janus Capital agreed by contract to waive the advisory fee payable by each Fund listed in the following table, or reimburse expenses, in an amount equal to the amount, if any, that such Fund’s normal operating expenses in any fiscal year, including the investment advisory fee, but excluding any performance adjustments to management fees (if applicable), distribution and shareholder servicing fees (12b-1) applicable to Class A Shares, Class C Shares, Class R Shares, and Class S Shares, the administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes, acquired fund fees and expenses, and extraordinary expenses, exceed the annual rate shown below. For information about how these expense limits affect the total expenses of each class of the Funds, refer to the “Fees and Expenses of the Fund” table in the Fund Summary of each Prospectus. Provided that Janus Capital remains investment adviser to the Funds, Janus Capital has agreed to continue each waiver until at least November 1, 2015.

 

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    Expense Limit
Fund Name   Percentage (%)
Fixed Income        
Janus Flexible Bond Fund     0.51  
Janus Global Bond Fund     0.66  
Janus High-Yield Fund     0.69  
Janus Multi-Sector Income Fund     0.71 (1)
Janus Real Return Fund     0.47  
Janus Short-Term Bond Fund     0.49  
Mathematical        
INTECH Global Dividend Fund     0.50 (2)
INTECH International Fund     0.95  
INTECH U.S. Core Fund     0.80 (3)
INTECH U.S. Growth Fund     0.83  
INTECH U.S. Value Fund     0.79  
Value        
Perkins Large Cap Value Fund     0.75 (3)
Perkins Mid Cap Value Fund     0.77 (3)
Perkins Select Value Fund     0.77 (3)
Perkins Small Cap Value Fund     0.96 (3)
Perkins Value Plus Income Fund     0.68  

 

(1)  Janus Capital will be entitled to recoup such reimbursement or fee reduction from the Fund, beginning with the commencement of operations (February 28, 2014) and expiring on the third anniversary of the commencement of operations or until the Fund’s assets meet the first breakpoint in the investment advisory fee schedule, whichever occurs first, provided that at no time during such period shall the normal operating expenses allocated to the Fund, with the exceptions previously noted, exceed the percentage stated.

(2)  Janus Capital will be entitled to recoup such reimbursement or fee reduction from the Fund, beginning with the commencement of operations (December 15, 2011) and expiring on the third anniversary of the commencement of operations, provided that at no time during such period shall the normal operating expenses allocated to the Fund, with the exceptions previously noted, exceed the percentage stated. For periods prior to April 2, 2012, the expense limit was 1.00%.

(3)  Effective January 1, 2006 for INTECH U.S. Core Fund, February 1, 2006 for Perkins Mid Cap Value Fund, January 1, 2009 for Perkins Large Cap Value Fund and Perkins Small Cap Value Fund, and January 1, 2012 for Perkins Select Value Fund, each Fund has a performance-based investment advisory fee with a rate that adjusts up or down based upon each Fund’s performance relative to its respective benchmark index over the performance measurement period. Additional details are included in the “Performance-Based Investment Advisory Fee” section of this SAI. Because a fee waiver will have a positive effect upon the Fund’s performance, a fee waiver that is in place during the period when the performance adjustment applies may affect the performance adjustment in a way that is favorable to Janus Capital. Unless terminated, revised, or extended, each Fund’s expense limit will be in effect until at least November 1, 2015.

 

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The following table summarizes the investment advisory fees paid by each Fund and any advisory fee waivers pursuant to the investment advisory fee agreement in effect during the last three fiscal years ended June 30, unless otherwise noted.

                                                 
    2014   2013   2012
    Advisory   Waivers(−)/   Advisory   Waivers(−)/   Advisory    
Fund Name   Fees   Recoupment   Fees   Recoupment   Fees   Waivers(−)
Fixed Income                                                
Janus Flexible Bond Fund   $ 24,508,030     −$ 836,491     $ 23,978,600     −$ 142,434     $ 17,567,455     $  
Janus Global Bond Fund   $ 1,550,917     −$
3,634/
$51,080
 
(1)
  $ 573,698     −$
58,101/
$17,350
 
(1)
  $ 202,863     −$ 131,541  
Janus High-Yield Fund   $ 14,494,713     $     $ 13,766,624     $     $ 10,954,961     $  
Janus Multi-Sector Income Fund   $ 24,938 (2)   −$ 24,938 (3)     N/A     N/A   N/A   N/A
Janus Real Return Fund   $ 93,786     −$ 93,786 (3)   $ 140,347     −$ 140,347 (3)(4)   $ 306,461     −$ 306,461 (3)
Janus Short-Term Bond Fund   $ 16,371,918     −$ 2,391,040     $ 16,669,870     −$ 2,161,351     $ 16,405,788     −$ 3,540,556  
Mathematical                                                
INTECH Global Dividend Fund   $ 80,737     −$ 80,737 (3)   $ 48,686     −$ 48,686 (3)   $ 20,976 (5)   −$ 20,976 (3)(5)
INTECH International Fund   $ 386,216     −$ 96     $ 239,112     −$ 342     $ 172,741     −$ 39,321  
INTECH U.S. Core Fund   $ 3,361,837     $     $ 2,209,015     $     $ 1,715,886     $  
INTECH U.S. Growth Fund   $ 1,484,071     $     $ 1,450,201     $     $ 1,573,055     $  
INTECH U.S. Value Fund   $ 529,291     −$ 1,717     $ 501,245     $     $ 477,424     −$ 175  
Value                                                
Perkins Large Cap Value Fund   $ 686,515     −$ 30,004     $ 766,379     −$ 362     $ 830,696     $  
Perkins Mid Cap Value Fund   $ 46,801,793     −$ 34,130     $ 59,664,608     −$ 484,440     $ 72,292,075     −$ 553,977  
Perkins Select Value Fund   $ 461,448     −$ 81,494     $ 425,107     −$ 221     $ 230,054 (6)   −$ 84,111  
Perkins Small Cap Value Fund   $ 12,757,114     −$ 7,526     $ 14,817,526     −$ 502,213     $ 21,810,034     −$ 919,728  
Perkins Value Plus Income Fund   $ 366,662     −$ 187,292     $ 316,297     −$ 177,313     $ 253,207     −$ 205,009  

 

(1)Amount shown reflects Janus Capital’s recoupment of previously waived or reimbursed expenses of the Fund.
(2)February 28, 2014 (effective date) to June 30, 2014.
(3)The fee waiver by Janus Capital exceeded the advisory fee.
(4)Effective October 15, 2012, the Fund’s expense limit changed from 1.00% to 0.76% (prior to any applicable exclusions described under Expense Limitations).
(5)December 15, 2011 (effective date) to June 30, 2012. Effective April 2, 2012, the Fund’s expense limit changed from 1.00% to 0.50% (prior to any applicable exclusions described under Expense Limitations).
(6)December 15, 2011 (effective date) to June 30, 2012.

 

SUBADVISERS

 

Janus Capital has entered into Sub-Advisory Agreements on behalf of INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, INTECH U.S. Value Fund, Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and Perkins Value Plus Income Fund.

 

INTECH INVESTMENT MANAGEMENT LLC

 

Janus Capital has entered into Sub-Advisory Agreements with INTECH Investment Management LLC, CityPlace Tower, 525 Okeechobee Boulevard, Suite 1800, West Palm Beach, Florida 33401, on behalf of INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, and INTECH U.S. Value Fund.

 

INTECH and its predecessors have been in the investment advisory business since 1987. INTECH also serves as investment adviser or subadviser to other U.S. registered and unregistered investment companies, offshore investment funds, and other institutional accounts. Janus Capital owns approximately 97% of INTECH.

 

Under the Sub-Advisory Agreements between Janus Capital and INTECH, INTECH is responsible for the day-to-day investment operations of INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, and INTECH U.S. Value Fund. Investments will be acquired, held, disposed of or loaned, consistent with the investment objectives, policies and restrictions established by the Trustees and set forth in the Trust’s registration statement. INTECH is also obligated to: (i) place all orders for the purchase and sale of investments for the Funds with

 

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brokers or dealers selected by INTECH; (ii) perform certain limited related administrative functions; (iii) provide the Trustees with oral or written reports regarding the investment portfolio of the Funds; and (iv) maintain all books and records required under federal securities law relating to day-to-day portfolio management of the Funds. The Sub-Advisory Agreements provide that INTECH shall not be liable for any error of judgment or mistake of law or for any loss arising out of any investment or for any act or omission taken with respect to the Funds, except for willful malfeasance, bad faith, or gross negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties under the Sub-Advisory Agreements and except to the extent otherwise provided by law.

 

Under the Sub-Advisory Agreements, Janus Capital pays INTECH a fee equal to 50% of the advisory fee payable by each of INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, and INTECH U.S. Value Fund to Janus Capital (calculated after any applicable performance fee adjustment for INTECH U.S. Core Fund; and after any fee waivers and expense reimbursements for INTECH Global Dividend Fund, INTECH International Fund, and INTECH U.S. Value Fund).

 

The Sub-Advisory Agreements will continue in effect from year to year if such continuation is specifically approved at least annually by the vote of a majority of the Independent Trustees, and by either the Funds’ Trustees or the affirmative vote of a majority of the outstanding voting securities of each Fund. The Sub-Advisory Agreements are subject to termination at any time, without penalty, by the Trustees or the vote of at least a majority of each Fund’s outstanding voting securities, on 60 days’ advance written notice. The Sub-Advisory Agreements may be terminated by Janus Capital or INTECH at any time, without penalty, by giving 60 days’ advance written notice to the other party, or by Janus Capital or the Trust without advance notice if INTECH is unable to discharge its duties and obligations. The Funds’ Sub-Advisory Agreements terminate automatically in the event of the assignment or termination of the Funds’ Investment Advisory Agreements. Each Fund’s Sub-Advisory Agreement generally may not be amended without the approval by vote of a majority of the Trustees, including a majority of the Independent Trustees, and, to the extent required by the 1940 Act, the affirmative vote of a majority of the outstanding voting securities of each Fund.

 

PERFORMANCE-BASED SUBADVISORY FEE

 

Applies to INTECH U.S. Core Fund

Effective January 1, 2008, the subadvisory fee rate paid under the Amended Sub-Advisory Agreement was restructured so that the fee rate paid by Janus Capital to INTECH is equal to 50% of the advisory fee payable by the Fund to Janus Capital (net of any performance fee adjustment). Effective January 1, 2006, the subadvisory fee rate for INTECH U.S. Core Fund changed from a fixed rate to a rate that adjusts up or down based upon the performance of the Fund’s load-waived Class A Shares relative to the S&P 500® Index. Any performance adjustment commenced January 2007. Prior to such time, only the previous fixed rate applied. Janus Capital, and not INTECH U.S. Core Fund, pays this fee. The following discussion provides additional details regarding this change.

 

On December 29, 2005, shareholders of INTECH U.S. Core Fund approved an Amended Sub-Advisory Agreement between Janus Capital, on behalf of the Fund, and INTECH that introduced a performance incentive subadvisory fee structure. The subadvisory fee rate payable by Janus Capital to INTECH changed from a fixed rate to a rate that adjusts up or down based upon the performance of the Fund’s load-waived Class A Shares relative to its benchmark index, the S&P 500® Index.

 

PERKINS INVESTMENT MANAGEMENT LLC

 

Janus Capital has entered into Sub-Advisory Agreements with Perkins Investment Management LLC, 311 S. Wacker Drive, Suite 6000, Chicago, Illinois 60606, on behalf of Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and Perkins Value Plus Income Fund.

 

Perkins and its predecessors have been in the investment advisory business since 1984. Perkins also serves as investment adviser or subadviser to separately managed accounts and other registered investment companies. Janus Capital owns 100% of Perkins.

 

Under the Sub-Advisory Agreements between Janus Capital and Perkins, Perkins is responsible for the day-to-day investment operations of Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and the equity portion of Perkins Value Plus Income Fund. Investments will be acquired, held, disposed of or loaned, consistent with the investment objectives, policies and restrictions established by the Trustees and set forth in the Trust’s registration statement. Perkins: (i) manages the investment operations of the Funds; (ii) keeps Janus Capital fully informed as to the valuation of assets of the Funds, their condition, investment decisions and considerations; (iii) maintains

 

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all books and records required under federal securities law relating to day-to-day portfolio management of the Funds; (iv) performs certain limited related administrative functions; and (v) provides the Trustees and Janus Capital with economic, operational, and investment data and reports. The Sub-Advisory Agreements provide that Perkins shall not be liable for any error of judgment or mistake of law or for any loss arising out of any investment or for any act or omission taken with respect to the Funds, except for willful malfeasance, bad faith, or gross negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties under the Sub-Advisory Agreements and except to the extent otherwise provided by law.

 

Under the Sub-Advisory Agreements, Janus Capital pays Perkins a fee equal to 50% of the advisory fee payable by each of Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, and Perkins Small Cap Value Fund to Janus Capital (calculated after any applicable performance fee adjustments, fee waivers, and expense reimbursements) and 50% of the advisory fee payable by the equity portion of Perkins Value Plus Income Fund to Janus Capital (net of any fee waivers or expense reimbursements).

 

The Sub-Advisory Agreements with Perkins will continue in effect from year to year if such continuation is specifically approved at least annually by the vote of a majority of the Independent Trustees, and by either the Funds’ Trustees or the affirmative vote of a majority of the outstanding voting securities of each Fund. The Sub-Advisory Agreements are subject to termination at any time, without penalty, by the Trustees, the vote of at least a majority of the outstanding voting securities of each Fund, or Janus Capital, upon 60 days’ advance written notice, or by Perkins by giving 90 days’ advance written notice to the other party (Perkins shall allow up to an additional 90 days at the request of Janus Capital or the Trust in order to find a replacement for Perkins), or by Janus Capital or the Trust without advance notice if Perkins is unable to discharge its duties and obligations. Each Fund’s Sub-Advisory Agreement terminates automatically in the event of the assignment or termination of each Fund’s respective Investment Advisory Agreement. Each Fund’s Sub-Advisory Agreement generally may not be amended without the approval by vote of a majority of the Trustees, including a majority of the Independent Trustees, and, to the extent required by the 1940 Act, the affirmative vote of a majority of the outstanding voting securities of each Fund.

 

PERFORMANCE-BASED SUBADVISORY FEE

 

Applies to Perkins Large Cap Value Fund

Perkins Large Cap Value Fund has an investment advisory fee rate that adjusts up or down based upon the performance of the Fund’s Class A Shares (waiving the upfront sales load) relative to the cumulative performance of its benchmark index over the performance measurement period. Any performance adjustment commenced January 2010. Prior to such time, only the fixed rate applied. In accordance with the Sub-Advisory Agreement, Perkins receives a fee from Janus Capital equal to 50% of the advisory fee payable to Janus Capital from the Fund (net of any applicable performance fee adjustments, reimbursement of expenses incurred, or fees waived by Janus Capital).

 

Applies to Perkins Mid Cap Value Fund and Perkins Small Cap Value Fund

As a result of shareholder approval of Perkins Mid Cap Value Fund’s and Perkins Small Cap Value Fund’s amended investment advisory agreement between Janus Capital and the Trust, on behalf of each Fund, effective February 1, 2006 for Perkins Mid Cap Value Fund and January 1, 2009 for Perkins Small Cap Value Fund, the subadvisory fee paid to Perkins changed from a fixed-rate fee to a fee that adjusts up or down based upon the performance of each Fund’s Class A Shares (waiving the upfront sales load) relative to the Russell Midcap® Value Index for Perkins Mid Cap Value Fund and the Russell 2000® Value Index for Perkins Small Cap Value Fund, each Fund’s respective benchmark index. Any performance adjustment commenced February 2007 for Perkins Mid Cap Value Fund and January 2010 for Perkins Small Cap Value Fund. Prior to such time, only the previous fixed rates applied. In accordance with the Sub-Advisory Agreements, Perkins receives a fee from Janus Capital equal to 50% of the advisory fee payable to Janus Capital from each Fund (net of any applicable performance fee adjustments, reimbursement of expenses incurred, or fees waived by Janus Capital).

 

Applies to Perkins Select Value Fund

Perkins Select Value Fund has an investment advisory fee rate that adjusts up or down based upon the performance of the Fund’s Class A Shares (waiving the upfront sales load) relative to the cumulative performance of its benchmark index over the performance measurement period. Any performance adjustment commenced January 2013. Prior to such time, only the fixed rate applied. In accordance with the Sub-Advisory Agreement, Perkins receives a fee from Janus Capital equal to 50% of the advisory fee payable to Janus Capital from the Fund (net of any applicable performance fee adjustments, reimbursement of expenses incurred, or fees waived by Janus Capital).

 

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SUBADVISORY FEES

 

Under each Sub-Advisory Agreement, each respective subadviser was compensated according to the following schedule for the fiscal year ended June 30, 2014.

             
        Subadvisory
Fund Name   Subadviser   Fee Rate (%)
Mathematical            
             
INTECH Global Dividend Fund   INTECH     0.275 (1)
             
INTECH International Fund   INTECH     0.275 (1)
             
INTECH U.S. Core Fund   INTECH     0.25 (2)
             
INTECH U.S. Growth Fund   INTECH     0.25  
             
INTECH U.S. Value Fund   INTECH     0.25 (1)
             
Value            
             
Perkins Large Cap Value Fund   Perkins     0.32 (1)(2)
             
Perkins Mid Cap Value Fund   Perkins     0.32 (1)(2)
             
Perkins Select Value Fund   Perkins     0.35 (1)(2)
             
Perkins Small Cap Value Fund   Perkins     0.36 (1)(2)(3)
             
Perkins Value Plus Income Fund   Perkins     0.15 (1)
             

(1) Prior to any fee reimbursement, if applicable.
(2) Prior to any performance adjustment, if applicable.
(3) Effective January 1, 2009, the subadvisory fee rate paid by Janus Capital changed from a fixed rate based on the Fund’s annual average daily net assets to a fee equal to 50% of the investment advisory fee rate paid by the Fund to Janus Capital (net of any applicable performance fee adjustment).

 

The INTECH Funds pay no fees directly to INTECH, and the Value Funds pay no fees directly to Perkins. Janus Capital pays these subadvisory fees out of each Fund’s respective advisory fees. With respect to INTECH Global Dividend Fund, INTECH International Fund, and INTECH U.S. Value Fund, INTECH has agreed to waive, in whole or in part, the subadvisory fees paid by Janus Capital.

 

The following table summarizes the subadvisory fees paid by Janus Capital pursuant to the subadvisory fee agreements in effect during the fiscal years ended June 30.

                         
    2014   2013   2012
Fund Name   Subadvisory Fees   Subadvisory Fees   Subadvisory Fees
Mathematical                        
                         
INTECH Global Dividend Fund   $ (1)   $ (1)   $ (1)(2)
                         
INTECH International Fund   $ 193,062     $ 119,404     $ 58,023  
                         
INTECH U.S. Core Fund   $ 1,665,490     $ 1,114,778     $ 858,292  
                         
INTECH U.S. Growth Fund   $ 742,036     $ 725,104     $ 786,524  
                         
INTECH U.S. Value Fund   $ 263,787     $ 250,625     $ 238,622  
                         
Value                        
                         
Perkins Large Cap Value Fund   $ 327,811     $ 381,274     $ 409,071  
                         
Perkins Mid Cap Value Fund   $ 23,455,551     $ 29,609,151     $ 35,313,070  
                         
Perkins Select Value Fund   $ 189,774     $ 208,362     $ 72,950 (2)
                         
Perkins Small Cap Value Fund   $ 6,391,053     $ 7,393,476     $ 10,466,485  
                         
Perkins Value Plus Income Fund   $ 44,893     $ 34,771     $ 12,032  
                         
(1) The fee waiver exceeded the subadvisory fee.
(2) December 15, 2011 (effective date) to June 30, 2012.

 

Prior to October 15, 2012, Janus Capital paid subadvisory fees on behalf of Janus Real Return Fund to Armored Wolf, LLC pursuant to a subadvisory agreement. For the fiscal period July 1, 2012 to October 15, 2012, Janus Capital paid $20,674 in subadvisory fees. For the fiscal year ended June 30, 2012, Janus Capital paid $85,629. The subadvisory agreement was terminated effective October 15, 2012.

 

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PAYMENTS TO FINANCIAL INTERMEDIARIES BY JANUS CAPITAL OR ITS AFFILIATES

 

In addition to payments made under 12b-1 plans, Janus Capital and its affiliates also may make payments out of their own assets to selected broker-dealer firms or other financial intermediaries that sell certain classes of Shares of Janus funds for distribution, marketing, promotional, or related services. Such payments may be based on gross sales, assets under management, or transactional charges, or on a combination of these factors. Payments based primarily on sales create an incentive to make new sales of shares, while payments based on assets create an incentive to retain previously sold shares. Payments based on transactional charges may include the payment or reimbursement of all or a portion of “ticket charges.” Ticket charges are fees charged to salespersons purchasing through a financial intermediary firm in connection with mutual fund purchases, redemptions, or exchanges. The payment or reimbursement of ticket charges creates an incentive for salespersons of an intermediary to sell shares of Janus funds over shares of funds for which there is lesser or no payment or reimbursement of any applicable ticket charge. Payments made with respect to certain classes of Shares may create an incentive for an intermediary to promote or favor other share classes of the Janus funds. Janus Capital and its affiliates consider a number of factors in making payments to financial intermediaries. Criteria may include, but are not limited to, the distribution capabilities of the intermediary, the overall quality of the relationship, expected gross and/or net sales generated by the relationship, redemption and retention rates of assets held through the intermediary, the willingness of the intermediary to cooperate with Janus Capital’s marketing efforts, access to sales personnel, and the anticipated profitability of sales through the institutional relationship. These factors and their weightings may differ from one intermediary to another and may change from time to time. As of the date of this SAI, the broker-dealer firms with which Janus Capital or its affiliates have agreements or are currently negotiating agreements to make payments out of their own assets related to the acquisition or retention of shareholders for Class A Shares and Class C Shares, and for certain financial intermediaries with advisory platforms, Class I Shares, are AIG Advisor Group, Inc. and its broker-dealer subsidiaries; Ameriprise Financial Services, Inc.; Citigroup Global Markets Inc.; Lincoln Financial Advisors Corporation; LPL Financial Corporation; Merrill Lynch, Pierce, Fenner & Smith Incorporated; Morgan Stanley Smith Barney, LLC; Oppenheimer & Co., Inc.; Raymond James & Associates, Inc.; Raymond James Financial Services, Inc.; UBS Financial Services Inc.; and Wells Fargo Advisors, LLC and its broker-dealer affiliates. These fees may be in addition to fees paid from a Fund’s assets to them or other financial intermediaries. Any additions, modifications, or deletions to the broker-dealer firms identified that have occurred since that date are not reflected.

 

In addition, for all share classes (with the exception of Class D Shares and Class N Shares), Janus Capital, Janus Distributors LLC (“Janus Distributors”), or their affiliates may pay fees, from their own assets, to brokerage firms, banks, financial advisors, retirement plan service providers, and other financial intermediaries for providing other marketing or distribution-related services, as well as recordkeeping, subaccounting, transaction processing, and other shareholder or administrative services in connection with investments in the Janus funds. These fees are in addition to any fees that may be paid from a Fund’s assets to these financial intermediaries. Janus Capital or its affiliates may have numerous agreements to make payments to financial institutions which perform recordkeeping or other administrative services with respect to shareholder accounts. Contact your financial intermediary if you wish to determine whether it receives such payments.

 

Janus Capital or its affiliates may also share certain marketing expenses with intermediaries, or pay for, or sponsor informational meetings, seminars, client awareness events, support for marketing materials, sales reporting, or business building programs for such financial intermediaries to raise awareness of the Funds. Janus Capital or its affiliates may make payments to participate in intermediary marketing support programs which may provide Janus Capital or its affiliates with one or more of the following benefits: attendance at sales conferences, participation in meetings or training sessions, access to or information about intermediary personnel, use of an intermediary’s marketing and communication infrastructure, fund analysis tools, business planning and strategy sessions with intermediary personnel, information on industry- or platform-specific developments, trends and service providers, and other marketing-related services. Such payments may be in addition to, or in lieu of, the payments described above. These payments are intended to promote the sales of Janus funds and to reimburse financial intermediaries, directly or indirectly, for the costs that they or their salespersons incur in connection with educational seminars, meetings, and training efforts about the Janus funds to enable the intermediaries and their salespersons to make suitable recommendations, provide useful services, and maintain the necessary infrastructure to make the Janus funds available to their customers.

 

The receipt of (or prospect of receiving) payments, reimbursements, and other forms of compensation described above may provide a financial intermediary and its salespersons with an incentive to favor sales of Janus funds’ shares over sales of other mutual funds (or non-mutual fund investments) or to favor sales of one class of Janus funds’ shares over sales of another Janus funds’ share class, with respect to which the financial intermediary does not receive such payments or receives them in a lower amount. The receipt of these payments may cause certain financial intermediaries to elevate the prominence of the

 

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Janus funds within such financial intermediary’s organization by, for example, placement on a list of preferred or recommended funds and/or the provision of preferential or enhanced opportunities to promote the Janus funds in various ways within such financial intermediary’s organization.

 

From time to time, certain financial intermediaries approach Janus Capital to request that Janus Capital make contributions to certain charitable organizations. In these cases, Janus Capital’s contribution may result in the financial intermediary, or its salespersons, recommending Janus funds over other mutual funds (or non-mutual fund investments).

 

The payment arrangements described above will not change the price an investor pays for Shares nor the amount that a Janus fund receives to invest on behalf of the investor. You should consider whether such arrangements exist when evaluating any recommendations from an intermediary to purchase or sell Shares of the Funds and, if applicable, when considering which share class of a Fund is most appropriate for you.

 

ADDITIONAL INFORMATION ABOUT JANUS CAPITAL AND THE SUBADVISERS

 

Janus Capital acts as subadviser for a number of private-label mutual funds and provides separate account advisory services for institutional accounts. Janus Capital may also manage its own proprietary accounts, as well as other pooled investment vehicles, such as hedge funds. Janus Capital has a fiduciary responsibility to manage all client accounts in a fair and equitable manner. As such, investment decisions for each account managed by Janus Capital, including the Funds, are made independently from those for any other account that is or may in the future become managed by Janus Capital or its affiliates. If, however, a number of accounts managed by Janus Capital are contemporaneously engaged in the purchase or sale of the same security, the orders may be aggregated and/or the transactions may be averaged as to price and allocated to each account in accordance with allocation procedures adopted by Janus Capital. Partial fills for the accounts of two or more portfolio managers and/or investment personnel will be allocated pro rata under procedures adopted by Janus Capital. Circumstances may arise under which Janus Capital may determine that, although it may be desirable and/or suitable that a particular security or other investment be purchased or sold for more than one account, there exists a limited supply or demand for the security or other investment. Janus Capital seeks to allocate the opportunity to purchase or sell that security or other investment among accounts on an equitable basis by taking into consideration factors including, but not limited to, size of the portfolio, concentration of holdings, investment objectives and guidelines, purchase costs, and cash availability. Janus Capital, however, cannot assure equality of allocations among all its accounts, nor can it assure that the opportunity to purchase or sell a security or other investment will be proportionally allocated among accounts according to any particular or predetermined standards or criteria. In some cases, these allocation procedures may adversely affect the price paid or received by an account or the size of the position obtained or liquidated for an account. In others, however, the accounts’ ability to participate in volume transactions may produce better executions and prices for the accounts.

 

With respect to allocations of initial public offerings of equity securities or syndicate offerings of bonds (each a “Primary Offering”), under Primary Offering allocation procedures adopted by Janus Capital and Perkins, an account may participate in a Primary Offering if the portfolio managers and/or investment personnel believe the Primary Offering is an appropriate investment based on the account’s investment restrictions, risk profile, asset composition, and/or cash levels. For equity securities, these Primary Offering allocation procedures generally require that all shares purchased in a Primary Offering be allocated on a pro rata basis to all participating accounts based upon the total assets of each account. For syndicated bond offerings, the Primary Offering procedures generally require that all bonds purchased be allocated on a pro rata basis to all participating accounts within the same investment strategy (as opposed to pro rata across all participating accounts). To the extent a fund, such as a new fund, has only affiliated shareholders, such as a portfolio manager or an adviser, and the fund participates in a Primary Offering, those shareholders may be perceived as receiving a benefit and, as a result, may have a conflict with management of the fund.

 

Janus Capital is permitted to adjust its allocation procedures to address fractional shares, odd lots, or minimum issue sizes. In certain circumstances, and subject to its allocation procedures, Janus Capital may deviate from a pro-rata allocation to account for allocation sizes that are deemed, by the portfolio managers and/or investment personnel, to be de minimis to certain eligible accounts or to address situations specific to individual accounts (e.g., cash limitations, position weightings, etc.). Participation in Primary Offerings may impact performance. In particular, the allocation of securities may have the unintended consequence of having a greater impact (positive or negative) on the performance of one or more accounts compared to other accounts.

 

In connection with investment in People’s Republic of China (“PRC”) local market securities, Janus Capital has developed Qualified Foreign Institutional Investor (“QFII”) allocation procedures to address potential conflicts of interest and to

 

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equitably and effectively administer QFII operations and the allocation of available investment quota. Janus Capital seeks to allocate quota and administer its QFII role in the best interests of various participating accounts. The procedures also seek to address and mitigate instances where conflicts of interest could exist with regard to the repatriation of assets. Janus Capital will seek to make quota allocation decisions and administer its QFII role without regard to any potential loss of quota which may occur if participating accounts determine to repatriate assets and there is not sufficient interest across other accounts to utilize the available quota. The procedures address additional considerations related to a given account’s objectives, policies and strategies. Janus Capital will consider, among other things, the appropriateness of investment in PRC local market securities in light of the objective, investment time horizon and risk management objectives of the account, whether the account’s liquidity position after a desired quota allocation would continue to maintain a level deemed to be adequate, and whether the desired quota allocation is deemed to be de minimis and the resulting burdens on administration and custody costs to the account outweigh perceived benefit of an investment.

 

Janus Capital manages long and short portfolios. The simultaneous management of long and short portfolios creates potential conflicts of interest in fund management and creates potential risks such as the risk that short sale activity could adversely affect the market value of long positions in one or more Janus funds (and vice versa), the risk arising from the sequential orders in long and short positions, and the risks associated with the trade desk receiving opposing orders in the same security at the same time.

 

Janus Capital has adopted procedures that it believes are reasonably designed to mitigate these and other potential conflicts and risks. Among other things, Janus Capital has trade allocation procedures in place as previously described. In addition, procedures prohibit a portfolio manager from executing a short sale on a security held long in any other portfolio that he or she manages but is not held long in the account in which the manager is placing the short. Note this does not prohibit shorting against the box. The procedures also require approvals of Janus Capital senior management in other situations that raise potential conflicts of interest, as well as periodic monitoring of long and short trading activity of the Janus funds and accounts.

 

INTECH has adopted its own allocation procedures, which apply to the INTECH Funds. INTECH, the subadviser for INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, and INTECH U.S. Value Fund, generates daily trades for all of its clients, including the INTECH Funds, using proprietary trade system software. Before submission for execution, trades are reviewed by the trader for errors or discrepancies. Trades are submitted to designated brokers in a single electronic file at one time during the day, pre-allocated to individual clients. If an order is not completely filled, executed shares are allocated to client accounts in proportion to the order.

 

Perkins, the subadviser for Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and for approximately half of Perkins Value Plus Income Fund, may buy and sell securities or engage in other investments on behalf of multiple clients, including the Value Funds. Perkins seeks to allocate trades among its clients on an equitable basis, taking into consideration such factors as the size of the client’s portfolio, concentration of holdings, investment objectives and guidelines, purchase costs, and cash availability.

 

The Funds and other funds advised by Janus Capital or its affiliates may also transfer daily uninvested cash balances into one or more joint trading accounts. Assets in the joint trading accounts are invested in money market instruments and the proceeds are allocated to the participating funds on a pro rata basis.

 

Pursuant to the provisions of the 1940 Act, Janus mutual funds may participate in an affiliated or non-affiliated cash sweep program. In the cash sweep program, uninvested cash balances of Janus funds may be used to purchase shares of affiliated or non-affiliated money market funds or cash management pooled investment vehicles. All Janus funds are eligible to participate in the cash sweep program (the “Investing Funds”). As adviser, Janus Capital has an inherent conflict of interest because of its fiduciary duties to the affiliated money market funds or cash management pooled investment vehicles and the Investing Funds. In addition, Janus Capital receives an investment advisory fee for managing the cash management vehicle used for its securities lending program, but it may not receive a fee for managing certain other affiliated cash management vehicles, and therefore may have an incentive to allocate preferred investment opportunities to investment vehicles for which it is receiving a fee.

 

Each account managed by Janus Capital or the subadvisers has its own investment objective and policies and is managed accordingly by the respective portfolio managers and/or investment personnel. As a result, from time to time, two or more different managed accounts may pursue divergent investment strategies with respect to investments or categories of investments.

 

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The officers and Trustees of the Janus funds may also serve as officers and Trustees of the Janus “funds of funds,” which are funds that primarily invest in other Janus mutual funds. Conflicts may arise as the officers and Trustees seek to fulfill their fiduciary responsibilities to both the Janus funds of funds and the other Janus mutual funds. The Trustees intend to address any such conflicts as deemed appropriate.

 

Janus Ethics Rules

Janus Capital, INTECH, Perkins, and Janus Distributors currently have in place Ethics Rules, which are comprised of the Personal Trading Policy, Gift and Entertainment Policy, and Outside Business Activity Policy. The Ethics Rules are designed to ensure Janus Capital, INTECH, Perkins, and Janus Distributors personnel: (i) observe applicable legal (including compliance with applicable federal securities laws) and ethical standards in the performance of their duties; (ii) at all times place the interests of the Fund shareholders first; (iii) disclose all actual or potential conflicts; (iv) adhere to the highest standards of loyalty, candor, and care in all matters relating to the Fund shareholders; (v) conduct all personal trading, including transactions in the Funds and other securities, consistent with the Ethics Rules and in such a manner as to avoid any actual or potential conflict of interest or any abuse of their position of trust and responsibility; and (vi) refrain from using any material nonpublic information in securities trading. The Ethics Rules are on file with and available from the SEC through the SEC website at http://www.sec.gov.

 

Under the Personal Trading Policy, all Janus Capital, INTECH, Perkins, and Janus Distributors personnel, as well as the Trustees and Officers of the Funds, are required to conduct their personal investment activities in a manner that Janus Capital believes is not detrimental to the Funds. In addition, Janus Capital, INTECH, Perkins, and Janus Distributors personnel are not permitted to transact in securities held by the Funds for their personal accounts except under circumstances specified in the Personal Trading Policy. All personnel of Janus Capital, INTECH, Perkins, Janus Distributors, and the Funds, as well as certain other designated employees deemed to have access to current trading information, are required to pre-clear all transactions in securities not otherwise exempt. Requests for trading authorization will be denied when, among other reasons, the proposed personal transaction would be contrary to the provisions of the Personal Trading Policy.

 

In addition to the pre-clearance requirement described above, the Personal Trading Policy subjects such personnel to various trading restrictions and reporting obligations. All reportable transactions are reviewed for compliance with the Personal Trading Policy and under certain circumstances Janus Capital, INTECH, Perkins, and Janus Distributors personnel may be required to forfeit profits made from personal trading.

 

PROXY VOTING POLICIES AND PROCEDURES

 

Each Fund’s Trustees have delegated to Janus Capital or the Fund’s subadviser, as applicable, the authority to vote all proxies relating to such Fund’s portfolio securities in accordance with Janus Capital’s or the applicable subadviser’s own policies and procedures. Summaries of Janus Capital’s and the applicable subadviser’s policies and procedures are available without charge: (i) upon request, by calling 1-800-525-0020; (ii) on the Funds’ website at janus.com/proxyvoting; and (iii) on the SEC’s website at http://www.sec.gov.

 

A complete copy of Janus Capital’s proxy voting policies and procedures, including specific guidelines, is available at janus.com/proxyvoting.

 

Each Fund’s proxy voting record for the one-year period ending each June 30th is available, free of charge, through janus.com/proxyvoting and from the SEC through the SEC website at http://www.sec.gov.

 

JANUS CAPITAL MANAGEMENT LLC
PROXY VOTING SUMMARY FOR MUTUAL FUNDS

 

Janus Capital seeks to vote proxies in the best interest of its shareholders and without regard to any other Janus Capital relationship (business or otherwise). Janus Capital will not accept direction as to how to vote individual proxies for which it has voting responsibility from any other person or organization other than the research and information provided by its independent proxy voting service, Institutional Shareholder Services Inc. (“Proxy Voting Service”), subject to specific provisions in a client’s account documentation related to exception voting.

 

Proxy Voting Procedures

Janus Capital has developed proxy voting guidelines (the “Janus Guidelines”) that outline how Janus Capital generally votes proxies on securities held by the portfolios Janus Capital manages. The Janus Guidelines, which include recommendations on most major corporate issues, have been developed by the Janus Proxy Voting Committee (the “Proxy Voting Committee”) in

 

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consultation with Janus Capital’s portfolio managers. In creating proxy voting recommendations, the Proxy Voting Committee analyzes proxy proposals from the prior year and evaluates whether those proposals would adversely or beneficially affect shareholders’ interests. The Proxy Voting Committee also reviews policy rationale provided by the Proxy Voting Service related to voting recommendations for the upcoming proxy season. Once the Proxy Voting Committee establishes its recommendations and revises the Janus Guidelines, they are distributed to Janus Capital’s portfolio managers for review and implementation. Mutual fund proxies are generally voted in accordance with the Janus Guidelines. However, upon request, certain non-mutual fund client proxies are voted in accordance with the Proxy Voting Service’s Taft-Hartley guidelines (the “Taft-Hartley Guidelines”), which were developed in conjunction with the AFL-CIO and have a worker-owner view of long-term corporate value.

 

While the Proxy Voting Committee sets the Janus Guidelines and serves as a resource for Janus Capital’s portfolio managers, it does not have proxy voting authority for any proprietary or nonproprietary mutual fund. In addition, Janus Capital has engaged the Proxy Voting Service to assist in the voting of proxies. The Proxy Voting Service provides research and recommendations on proxy issues. Janus Capital’s portfolio managers are responsible for proxy votes on securities they own in the portfolios they manage. Certain Funds may participate in a securities lending program under which shares of an issuer may be on loan while that issuer is conducting a proxy solicitation. Generally, if shares of an issuer are on loan during a proxy solicitation, a Fund cannot vote the shares. The portfolio managers have discretion to pull back lent shares before proxy record dates and vote proxies if time permits. Most portfolio managers vote consistently with the Janus Guidelines; however, a portfolio manager has discretion to vote differently than the Janus Guidelines.

 

The Proxy Voting Committee’s oversight responsibilities include monitoring for, and resolving, material conflicts of interest with respect to proxy voting. Janus Capital believes that application of the Janus Guidelines to vote mutual fund proxies should, in most cases, adequately address any possible conflicts of interest since the Janus Guidelines are predetermined. However, the potential for conflicts of interest exists to the extent the portfolio managers have discretion to vote differently than the Janus Guidelines. On a quarterly basis, the Proxy Voting Committee reviews records of any votes that were cast differently than the Janus Guidelines and the related rationales for such votes. Additionally, and in instances where a portfolio manager proposes to vote a proxy inconsistent with the Janus Guidelines and a potential conflict is identified, the Proxy Voting Committee will review the proxy votes in order to determine whether a portfolio manager’s voting rationale appears reasonable. If the Proxy Voting Committee does not agree that a portfolio manager’s rationale is reasonable, the Proxy Voting Committee will refer the matter to the appropriate Chief Investment Officer(s) (or Director of Research in his/her absence) to determine how to vote.

 

Proxy Voting Policies

As discussed above, the Proxy Voting Committee has developed the Janus Guidelines for use in voting proxies. Below is a summary of some of the Janus Guidelines.

 

Board of Directors Issues

Janus Capital: (i) will generally vote in favor of slates of director candidates that are comprised of a majority of independent directors; (ii) will generally vote in favor of proposals to increase the minimum number of independent directors; and (iii) will generally oppose non-independent directors who serve on the audit, compensation, and/or nominating committees of the board.

 

Auditor Issues

Janus Capital will generally oppose proposals asking for approval of auditors that have a financial interest in or association with the company and are therefore not independent.

 

Executive Compensation Issues

Janus Capital reviews executive compensation-related proposals on a case-by-case basis using research provided by the Proxy Voting Service. The research is designed to estimate the total cost of a proposed plan. If the proposed cost is above an allowable cap as identified by the Proxy Voting Service, the proposed equity-based compensation plan will generally be opposed. In addition, proposals regarding the re-pricing of underwater options (stock options in which the price the employee is contracted to buy shares is higher than the current market price) and the issuance of reload options (stock options that are automatically granted if outstanding stock options are exercised during a window period) will generally be opposed. Janus Capital will generally vote in favor with regard to advisory votes on executive compensation (say-on-pay), unless problematic pay practices are maintained (as determined by the Proxy Voting Service).

 

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General Corporate Issues

Janus Capital: (i) will generally oppose proposals regarding supermajority voting rights (for example, to approve acquisitions or mergers); (ii) will generally oppose proposals for different classes of stock with different voting rights; and (iii) will generally oppose proposals seeking to implement measures designed to prevent or obstruct corporate takeovers, unless such measures are designed primarily as a short-term means to protect a tax benefit. Janus Capital will review proposals relating to mergers, acquisitions, tender offers, and other similar actions on a case-by-case basis.

 

Shareholder Proposals

If a shareholder proposal is specifically addressed by the Janus Guidelines, Janus Capital will generally vote pursuant to that Janus Guideline. Janus Capital will generally abstain from voting shareholder proposals that are social, moral, or ethical in nature or place arbitrary constraints on the board or management of a company. Janus Capital will solicit additional research from its Proxy Voting Service for proposals outside the scope of the Janus Guidelines.

 

INTECH INVESTMENT MANAGEMENT LLC
PROXY VOTING PROCEDURES
 

 

The following are the procedures for INTECH, with respect to the voting of proxies on behalf of all clients for which INTECH has been delegated the responsibility for voting proxies, and the keeping of records relating to proxy voting.

 

General Policy. INTECH’s investment process involves buy and sell decisions that are determined solely by a mathematical formula that selects target holdings and weightings without any consideration of the fundamentals of individual companies or other company-specific factors. As such, INTECH does not perform extensive corporate research or analysis. Accordingly, INTECH has engaged Institutional Shareholder Services Inc. (“ISS”), an independent proxy voting service provider, to vote all proxies on behalf of client accounts in accordance, at the client’s discretion, with ISS’ Benchmark Proxy Voting Guidelines, Taft-Hartley Proxy Voting Guidelines, Public Fund Proxy Voting Guidelines, Socially Responsible Investing Proxy Voting Guidelines (“Social Guidelines”), Sustainability Proxy Voting Guidelines, or Catholic Faith-Based U.S. Proxy Voting Guidelines (collectively referred to as the “ISS Recommendations”). The ISS Recommendations are designed with the intent of maximizing the long-term economic benefits to shareholders.

 

INTECH will vote all proxies on behalf of clients’ accounts in accordance with the ISS Recommendations that best represent the client type. Specifically, unless otherwise directed by a client, INTECH will vote:

   
•  Corporate, Mutual Fund/Sub-Advised, and Commingled Pool clients in accordance with ISS’ Benchmark Proxy Voting Guidelines, which were developed by ISS to increase total shareholder value and risk mitigation and are generally management oriented.
   
•  Union and Union Taft-Hartley clients in accordance with ISS’ Taft-Hartley Proxy Voting Guidelines (formerly known as the ISS Proxy Voting Service or PVS Guidelines), which were developed by ISS, in conjunction with the AFL-CIO, with a worker-owner view of long-term corporate value.
   
•  Public Fund clients in accordance with ISS’ Public Fund Proxy Voting Guidelines, which were developed by ISS to help ensure that public funds fulfill all statutory and common law obligations governing proxy voting with the intent of maximizing long-term economic benefits of its plan participants and beneficiaries.
   
•  Not-For-Profit (including Endowments and Foundations) clients in accordance with either ISS’ Social Guidelines, Sustainability Proxy Voting Guidelines (“Sustainability Guidelines”), or Catholic Faith-Based U.S. Proxy Voting Guidelines (“Catholic Guidelines”). The Social Guidelines recognize that socially responsible institutional shareholders are concerned with economic returns to shareholders and sound corporate governance, along with the ethical behavior of corporations and the social and environmental impact of their actions. The Sustainability Guidelines represent a “middle of the road” approach to corporate governance and proxy voting that aligns with the perspectives of mainstream investors, including the UNPRI (United Nations Principles of Responsible Investing) signatories that are looking to incorporate Environmental, Social and corporate Governance (“ESG”) considerations into their investment decision-making processes and proxy voting practices to a greater extent. The Catholic Guidelines are consistent with the objectives of socially responsible shareholders as well as the teachings of Catholicism and Christianity as a whole. On matters of social and environmental impact, these guidelines seek to reflect a broad consensus of the faith-based socially responsible investing community.

 

INTECH will not accept direction in the voting of proxies for which it has voting responsibility from any person or organization other than the ISS Recommendations. Additional information about ISS and the ISS Recommendations is available at http://www.issgovernance.com/policy.

 

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INTECH will only accept direction from a client to vote proxies for its account pursuant to the ISS Recommendations. Of course, clients are always welcome to retain proxy-voting authority or to revoke previously granted, proxy-voting authority.

 

INTECH understands the importance of exercising its clients’ votes and will take all reasonable steps to exercise this right in all cases. However, in some circumstances, it may be impractical or sometimes impossible for INTECH to vote. For example, with respect to clients that have elected to participate in securities lending, it is generally impractical for INTECH to call back securities to vote proxies. Some markets require that securities be “blocked”1 or re-registered to vote at a company’s meeting. Absent an issue of compelling economic importance, INTECH will generally not vote due to the loss of liquidity imposed by these requirements. Further, the costs of voting (e.g., custodian fees, vote agency fees, etc.) in emerging and other international markets may be substantially higher than in the United States. As such, INTECH may limit its voting on securities in instances where the issues presented are unlikely to have a material impact on shareholder value.

 

Delegation of Proxy Voting Administration. INTECH has engaged the services of the Janus Securities Operations Group to oversee ISS in the administration for its proxy voting.

 

Janus Securities Operations Group. The Janus Securities Operations Group works with ISS and is responsible to INTECH for ensuring that all proxies are voted consistent with the ISS Recommendations.

 

Voting and Use of Proxy Voting Service. Pursuant to its relationship with Janus Capital, INTECH has engaged ISS to assist in the voting of proxies. ISS is responsible for coordinating with clients’ custodians to ensure that all proxy materials received by the custodians relating to clients’ portfolio securities are processed timely. ISS is responsible for working with the Janus Securities Operations Group to coordinate the actual votes cast. In addition, ISS is responsible for maintaining copies of all proxy statements received by issuers and to promptly provide such materials to INTECH or Janus Capital, or clients, upon request. Janus Capital has instructed ISS to vote all Janus mutual fund proxies, for which INTECH has voting authority, in accordance with ISS’ Benchmark Proxy Voting Guidelines.

 

Conflicts of Interest. INTECH has adopted the following procedures and controls to avoid conflicts of interest that may arise in connection with proxy voting:

   
•  ISS shall vote all proxies on INTECH’s behalf in accordance with the ISS Recommendations. In its capacity as administrator, Janus Capital shall conduct periodic reviews of proxy voting records on a sample basis to ensure that all votes are actually cast in accordance with this policy.

   
•  The Janus Securities Operations Group is not authorized to override any recommendation except upon the receipt of express written authorization from INTECH’s Chief Compliance Officer. The Janus Securities Operations Group shall maintain records of all overrides, including all required authorizations.
   
•  Without limiting the foregoing, the Janus Securities Operations Group shall not give any consideration to the manner in which votes are being cast on behalf of Janus Capital or its affiliates with respect to a particular matter.
   
•  Any attempts to influence the proxy voting process shall be reported immediately to INTECH’s Chief Compliance Officer.
   
•  All client accounts are prohibited from investing in securities of Janus Capital or its publicly traded affiliates. INTECH maintains a restricted list of securities that may not be purchased on behalf of individual accounts, which includes, among other things, affiliates of such accounts. INTECH’s trading system is designed to prohibit transactions in all securities on the restricted list.
   
•  At least annually, INTECH reviews ISS’ Policies, Procedures, and Practices Regarding Potential Conflicts of Interest (“ISS’ Conflict Policy”), which addresses conflicts of interest that could arise in connection with advisory services provided by ISS or its affiliates, to ensure ISS’ Conflict Policy is reasonably designed to minimize any such potential conflicts of interest.

 

In light of such procedures and controls, potential or actual conflicts in the proxy-voting process are rare. In the unusual circumstance that a particular proxy vote may present a potential or actual conflict, the matter shall be referred to INTECH’s Proxy Review Group, which is composed of INTECH’s Chief Administrative Officer & General Counsel, Chief Financial Officer and Chief Compliance Officer. To the extent that a conflict of interest is identified, INTECH will vote the proxy according to the ISS Recommendation unless otherwise determined by the Proxy Review Group.

 

 

1 Share blocking is a mechanism used by certain global jurisdictions whereby shares to be voted are frozen and may not be traded for a specified period of time prior to a shareholder meeting. Share blocking is intended to facilitate the voting process; however, it also imposes constraints as a pending trade may fail if it settles during the blocked period.

 

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Reporting and Record Retention. On a quarterly basis, INTECH will provide its clients with the proxy voting record for that client’s account. Janus Capital, on INTECH’s behalf, retains proxy statements received regarding client securities, records of votes cast on behalf of clients and records of client requests for proxy voting information. In addition, INTECH will retain copies of its Proxy Voting Procedures and the relevant ISS Proxy Voting Guidelines. Proxy statements received from issuers are either available on the SEC’s EDGAR database or are kept by a third party voting service and are available on request. All proxy voting materials and supporting documentation are retained for a minimum of 6 years.

 

Review of Policy. From time to time, INTECH reviews this policy and the services provided by ISS to determine whether the continued use of ISS and the ISS Recommendations is in the best interests of clients.

 

PERKINS INVESTMENT MANAGEMENT LLC
PROXY VOTING SUMMARY FOR MUTUAL FUNDS

 

Perkins seeks to vote proxies in the best interest of its shareholders and without regard to any other Perkins relationship (business or otherwise). Perkins will not accept direction as to how to vote individual proxies for which it has voting responsibility from any other person or organization other than the research and information provided by its independent proxy voting service, Institutional Shareholder Services Inc. (“Proxy Voting Service”), subject to specific provisions in a client’s account documentation related to exception voting.

 

Proxy Voting Procedures

Perkins has developed proxy voting guidelines (the “Perkins Guidelines”) that outline how Perkins generally votes proxies on securities held by the portfolios Perkins manages. The Perkins Guidelines, which include recommendations on most major corporate issues, have been developed by Perkins in consultation with the Janus Proxy Voting Committee. Perkins portfolio managers are responsible for proxy votes on securities they own in the portfolios they manage. Most portfolio managers vote consistently with the Perkins Guidelines; however, a portfolio manager has discretion to vote differently than the Perkins Guidelines. Perkins has delegated the administration of its proxy voting to Janus Capital. Janus Capital, on Perkins’ behalf, has engaged the Proxy Voting Service to assist in the voting of proxies. The Proxy Voting Service also provides research and recommendations on proxy issues. Mutual fund proxies are generally voted in accordance with the Perkins Guidelines. However, upon request, certain non-mutual fund client proxies are voted in accordance with the Proxy Voting Service’s Taft-Hartley guidelines (the “Taft-Hartley Guidelines”), which were developed in conjunction with the AFL-CIO and have a worker-owner view of long-term corporate value.

 

While the Janus Proxy Voting Committee serves as a resource for Perkins and its portfolio managers, the Committee does not have proxy voting authority for any proprietary or nonproprietary mutual fund. Perkins’ portfolio managers are responsible for proxy votes on securities they own in the portfolios they manage. Although Perkins-managed funds will generally not participate in securities lending, certain funds may participate in a securities lending program under which shares of an issuer may be on loan while that issuer is conducting a proxy solicitation. Generally, if shares of an issuer are on loan during a proxy solicitation, a fund cannot vote the shares. If applicable, the portfolio managers have discretion to pull back lent shares before proxy record dates and vote proxies if time permits.

 

The Janus Proxy Voting Committee serves as a resource to portfolio management with respect to proxy voting and oversees the proxy voting process. Perkins representatives work closely with the Janus Proxy Voting Committee in administering and overseeing the Perkins proxy voting procedures. Perkins and the Janus Proxy Voting Committee’s oversight responsibilities include monitoring for, and resolving, material conflicts of interest with respect to proxy voting. Perkins and the Janus Proxy Voting Committee believe that application of the Perkins Guidelines to vote mutual fund proxies should, in most cases, adequately address any possible conflicts of interest since the Perkins Guidelines are predetermined. However, the potential for conflicts of interest exists to the extent the portfolio managers have discretion to vote differently than the Perkins Guidelines. For proxy votes that are inconsistent with the Perkins Guidelines and a potential conflict is identified, the Janus Proxy Voting Committee will review the proxy votes in order to determine whether the portfolio manager’s voting rationale appears reasonable. If the Janus Proxy Voting Committee does not agree that the portfolio manager’s rationale is reasonable, the Janus Proxy Voting Committee will refer the matter to the appropriate Chief Investment Officer(s) (or the Director of Research in his/her absence) to determine how to vote.

 

Proxy Voting Policies

Below is a summary of some of the Perkins Guidelines.

 

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Board of Directors Issues

Perkins: (i) will generally vote in favor of slates of director candidates that are comprised of a majority of independent directors; (ii) will generally vote in favor of proposals to increase the minimum number of independent directors; and (iii) will generally oppose non-independent directors who serve on the audit, compensation, and/or nominating committees of the board.

 

Auditor Issues

Perkins will generally oppose proposals asking for approval of auditors that have a financial interest in or association with the company and are therefore not independent.

 

Executive Compensation Issues

Perkins reviews executive compensation-related proposals on a case-by-case basis using research provided by the Proxy Voting Service. The research is designed to estimate the total cost of a proposed plan. If the proposed cost is above an allowable cap, as identified by the Proxy Voting Service, the proposed equity-based compensation plan will generally be opposed. In addition, proposals regarding the re-pricing of underwater options (stock options in which the price the employee is contracted to buy shares is higher than the current market price) and the issuance of reload options (stock options that are automatically granted if outstanding stock options are exercised during a window period) will generally be opposed. Perkins will generally vote in favor with regard to advisory votes on executive compensation (say-on-pay), unless problematic pay practices are maintained (as determined by the Proxy Voting Service).

 

General Corporate Issues

Perkins: (i) will generally oppose proposals regarding supermajority voting rights (for example, to approve acquisitions or mergers); (ii) will generally oppose proposals for different classes of stock with different voting rights; and (iii) will generally oppose proposals seeking to implement measures designed to prevent or obstruct corporate takeovers, unless such measures are designed primarily as a short-term means to protect a tax benefit. Perkins will review proposals relating to mergers, acquisitions, tender offers, and other similar actions on a case-by-case basis.

 

Shareholder Proposals

If a shareholder proposal is specifically addressed by the Perkins Guidelines, Perkins will generally vote pursuant to that Perkins Guideline. Perkins will generally abstain from voting shareholder proposals that are social, moral, or ethical in nature or place arbitrary constraints on the board or management of a company. Perkins will solicit additional research from its Proxy Voting Service for proposals outside the scope of the Perkins Guidelines.

 

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Custodian, transfer agent, and certain affiliations

 

State Street Bank and Trust Company (“State Street”), P.O. Box 0351, Boston, Massachusetts 02117-0351 is the custodian of the domestic securities and cash of the Funds and of an affiliated cash management pooled investment vehicle. State Street is the designated Foreign Custody Manager (as the term is defined in Rule 17f-5 under the 1940 Act) of the Funds’ securities and cash held outside the United States. The Funds’ Trustees have delegated to State Street certain responsibilities for such assets, as permitted by Rule 17f-5. State Street and the foreign subcustodians selected by it hold the Funds’ assets in safekeeping and collect and remit the income thereon, subject to the instructions of each Fund.

 

Deutsche Bank AG (“Deutsche Bank”) acts as securities lending agent and a limited purpose custodian or subcustodian to receive and disburse cash balances and cash collateral, hold short-term investments, hold collateral, and perform other custodian functions in accordance with the Agency Securities Lending and Repurchase Agreement (“Lending Agreement”). In addition, The Bank of New York Mellon and JPMorgan Chase Bank may act as limited purpose subcustodians in connection with certain reverse repurchase transactions completed in connection with the Lending Agreement.

 

Janus Services LLC (“Janus Services”), 151 Detroit Street, Denver, Colorado 80206-4805, a wholly-owned subsidiary of Janus Capital, is the Funds’ transfer agent. In addition, Janus Services provides or arranges for the provision of certain other administrative services including, but not limited to, recordkeeping, accounting, order processing, and other shareholder services for the Funds.

 

Certain, but not all, intermediaries may charge administrative fees to investors in Class A Shares, Class C Shares, and Class I Shares for administrative services provided on behalf of such investors. These administrative fees are paid by the Class A Shares, Class C Shares, and Class I Shares of the Funds to Janus Services, which uses such fees to reimburse intermediaries. Consistent with the Transfer Agency Agreement between Janus Services and the Funds, Janus Services may negotiate the level, structure, and/or terms of the administrative fees with intermediaries requiring such fees on behalf of the Funds. Janus Capital and its affiliates benefit from an increase in assets that may result from such relationships.

 

Class D Shares of the Funds pay an annual administrative services fee of 0.12% of net assets. These administrative services fees are paid by Class D Shares of each Fund for shareholder services provided by Janus Services.

 

Janus Services receives an administrative services fee at an annual rate of 0.25% of the average daily net assets of Class R Shares, Class S Shares, and Class T Shares of each Fund for providing or procuring administrative services to investors in Class R Shares, Class S Shares, and Class T Shares of the Funds. Janus Services expects to use all or a significant portion of this fee to compensate retirement plan service providers, broker-dealers, bank trust departments, financial advisors, and other financial intermediaries for providing these services. Janus Services or its affiliates may also pay fees for services provided by intermediaries to the extent the fees charged by intermediaries exceed the 0.25% of net assets charged to Class R Shares, Class S Shares, and Class T Shares of each Fund. Janus Services may keep certain amounts retained for reimbursement of out-of-pocket costs incurred for servicing clients of Class R Shares, Class S Shares, and Class T Shares.

 

Services provided by these financial intermediaries may include, but are not limited to, recordkeeping, subaccounting, order processing, providing order confirmations, periodic statements, forwarding prospectuses, shareholder reports, and other materials to existing customers, answering inquiries regarding accounts, and other administrative services. Order processing includes the submission of transactions through the National Securities Clearing Corporation (“NSCC”) or similar systems, or those processed on a manual basis with Janus.

 

For the fiscal years ended June 30, unless otherwise noted, the total amounts paid by Class D Shares, Class R Shares, Class S Shares, and Class T Shares of the Funds to Janus Services for administrative services are summarized below. For Class R Shares, Class S Shares, and Class T Shares, Janus Services pays out all or substantially all of the amount reflected as compensation to broker-dealers and service providers.

                         
    2014   2013   2012
    Administrative   Administrative   Administrative
Fund Name   Services Fees(1)   Services Fees(1)   Services Fees(1)
Fixed Income                        
                         
Janus Flexible Bond Fund                        
Class D Shares   $ 813,398     $ 990,129     $ 897,486  
Class R Shares   $ 61,183     $ 73,650     $ 34,151  
Class S Shares   $ 205,243     $ 190,823     $ 164,141  
Class T Shares   $ 2,656,385     $ 3,243,337     $ 2,549,503  
                         

 

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    2014   2013   2012
    Administrative   Administrative   Administrative
Fund Name   Services Fees(1)   Services Fees(1)   Services Fees(1)
Janus Global Bond Fund                        
Class D Shares   $ 10,600     $ 13,932     $ 12,682  
Class S Shares   $ 378     $ 1,200     $ 1,680  
Class T Shares   $ 17,319     $ 8,891     $ 11,860  
                         
Janus High-Yield Fund                        
Class D Shares   $ 448,782     $ 434,016     $ 373,042  
Class R Shares   $ 4,747     $ 3,647     $ 2,704  
Class S Shares   $ 16,374     $ 17,222     $ 14,579  
Class T Shares   $ 3,381,162     $ 3,440,167     $ 2,746,978  
                         
Janus Multi-Sector Income Fund                        
Class D Shares   $ 901 (2)     N/A       N/A  
Class S Shares   $ 1,444 (2)     N/A       N/A  
Class T Shares   $ 1,458 (2)     N/A       N/A  
                         
Janus Real Return Fund                        
Class D Shares   $ 6,934     $ 5,860     $ 9,070  
Class S Shares   $ 2,598     $ 1,183     $ 12,202  
Class T Shares   $ 4,186     $ 1,446     $ 12,782  
                         
Janus Short-Term Bond Fund                        
Class D Shares   $ 242,771     $ 252,482     $ 249,188  
Class S Shares   $ 8,815     $ 10,368     $ 12,492  
Class T Shares   $ 5,250,456     $ 5,414,936     $ 4,753,705  
                         
Mathematical                        
                         
INTECH Global Dividend Fund                        
Class D Shares   $ 7,556     $ 3,794     $ 1,127 (3)
Class S Shares   $ 14     $ 691     $ 1,136 (3)
Class T Shares   $ 1,657     $ 2,251     $ 1,436 (3)
                         
INTECH International Fund                        
Class S Shares   $ 43     $ 158     $ 808  
Class T Shares   $ 2,802     $ 170     $ 97  
                         
INTECH U.S. Core Fund                        
Class D Shares   $ 307,168     $ 231,131     $ 202,007  
Class S Shares   $ 61,234     $ 12,029     $ 11,182  
Class T Shares   $ 320,961     $ 228,522     $ 186,942  
                         
INTECH U.S. Growth Fund                        
Class S Shares   $ 44,285     $ 43,611     $ 38,702  
Class T Shares   $ 89,547     $ 10,975     $ 177  
                         
INTECH U.S. Value Fund                        
Class S Shares   $ 62     $ 84     $ 395  
Class T Shares   $ 24,395     $ 473     $ 91  

 

68

                         
    2014   2013   2012
    Administrative   Administrative   Administrative
Fund Name   Services Fees(1)   Services Fees(1)   Services Fees(1)
Value                        
                         
Perkins Large Cap Value Fund                        
Class D Shares   $ 44,219     $ 29,446     $ 20,073  
Class S Shares   $ 268     $ 1,269     $ 1,247  
Class T Shares   $ 8,349     $ 6,258     $ 5,565  
                         
Perkins Mid Cap Value Fund                        
Class D Shares   $ 1,086,114     $ 1,009,086     $ 1,017,676  
Class R Shares   $ 359,385     $ 406,860     $ 394,254  
Class S Shares   $ 1,329,409     $ 1,912,273     $ 1,981,455  
Class T Shares   $ 11,528,086     $ 14,663,828     $ 16,462,152  
                         
Perkins Select Value Fund                        
Class D Shares   $ 6,993     $ 5,119     $ 1,040 (3)
Class S Shares   $ 19     $ 15     $ 14 (3)
Class T Shares   $ 3,670     $ 3,184     $ 881 (3)
                         
Perkins Small Cap Value Fund                        
Class D Shares   $ 94,681     $ 86,632     $ 90,961  
Class R Shares   $ 70,826     $ 77,764     $ 85,398  
Class S Shares   $ 201,616     $ 214,370     $ 235,722  
Class T Shares   $ 1,890,437     $ 2,140,595     $ 2,522,669  
                         
Perkins Value Plus Income Fund                        
Class D Shares   $ 33,090     $ 26,948     $ 19,260  
Class S Shares   $ 6,174     $ 5,642     $ 7,152  
Class T Shares   $ 10,934     $ 8,556     $ 9,418  

 

(1) Amounts for certain Funds and/or share classes may include the reimbursement of administrative services fees by Janus Capital to the Funds.
(2) February 28, 2014 (effective date) to June 30, 2014.
(3) December 15, 2011 (effective date) to June 30, 2012.

 

Janus Services is compensated for its services related to Class D Shares, and receives reimbursement for its out-of-pocket costs on all other share classes. Included in out-of-pocket expenses are the expenses Janus Services incurs for serving as transfer agent and providing servicing to shareholders.

 

Through Janus Services, the Funds pay DST Systems, Inc. (“DST”) fees for the use of DST’s shareholder accounting system, as well as for certain broker-controlled accounts and closed accounts. These fees are in addition to any administrative services fees paid to Janus Services. The Funds also use and pay for DST systems to track and process contingent deferred sales charges. These fees are only charged to classes of the Funds with contingent deferred sales charges, as applicable.

 

Janus Distributors, 151 Detroit Street, Denver, Colorado 80206-4805, a wholly-owned subsidiary of Janus Capital, is the principal underwriter for the Funds. Janus Distributors is registered as a broker-dealer under the Securities Exchange Act of 1934 and is a member of the Financial Industry Regulatory Authority, Inc. Janus Distributors acts as the agent of the Funds in connection with the sale of their Shares in all states in which such Shares are registered and in which Janus Distributors is qualified as a broker-dealer. Under the Distribution Agreement, Janus Distributors continuously offers each Fund’s Shares and accepts orders at NAV per share of the relevant class. The cash-compensation amount or rate at which Janus Distributors’ registered representatives are paid for sales of products may differ based on a type of fund or a specific trust or the distribution channel or platform. The receipt of (or prospect of receiving) compensation described above may provide an incentive for a registered representative to favor sales of funds, or certain share classes of a fund, for which they receive a higher compensation amount or rate. You should consider these arrangements when evaluating any recommendations of your registered representative.

 

69

  

Portfolio transactions and brokerage

 

Janus Capital places all portfolio transactions of the Funds, except for the INTECH Funds. With respect to the INTECH Funds, INTECH places portfolio transactions using its proprietary trade system software. With respect to Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, and Perkins Small Cap Value Fund, Janus Capital places all portfolio transactions solely upon Perkins’ direction. With respect to Perkins Value Plus Income Fund, Janus Capital places all portfolio transactions for the fixed-income portion of the Fund and, for the equity portion of the Fund, places all portfolio transactions solely upon Perkins’ direction.

 

Janus Capital and Perkins have a policy of seeking to obtain the “best execution” of all portfolio transactions (the best net prices under the circumstances based upon a number of factors including and subject to the factors discussed below) provided that Janus Capital and Perkins may occasionally pay higher commissions for research services as described below. The Funds may trade foreign securities in foreign countries because the best available market for these securities is often on foreign exchanges. In transactions on foreign stock exchanges, brokers’ commissions are frequently fixed and are often higher than in the United States, where commissions are negotiated.

 

Janus Capital considers a number of factors in seeking best execution in selecting brokers and dealers and in negotiating commissions on agency transactions. In seeking best execution on trades for Funds subadvised by Perkins, Janus Capital acts on behalf of and in consultation with Perkins. Those factors include, but are not limited to: Janus Capital’s and Perkins’ knowledge of currently available negotiated commission rates or prices of securities currently available and other current transaction costs; the nature of the security being traded; the size and type of the transaction; the nature and character of the markets for the security to be purchased or sold; the desired timing of the trade; the activity existing and expected in the market for the particular security; confidentiality, including trade anonymity; liquidity; the quality of the execution, clearance, and settlement services; financial stability of the broker or dealer; the existence of actual or apparent operational problems of any broker or dealer; rebates of commissions by a broker to a Fund or to a third party service provider to the Fund to pay Fund expenses; and the value of research products or services provided by brokers. In recognition of the value of the foregoing factors, and as permitted by Section 28(e) of the Securities Exchange Act of 1934, as amended, Janus Capital may place portfolio transactions with a broker or dealer with whom it has negotiated a commission that is in excess of the commission another broker or dealer would have charged for effecting that transaction if Janus Capital (or Janus Capital acting on behalf of and in consultation with Perkins) determines in good faith that such amount of commission was reasonable in light of the value of the brokerage and research services provided by such broker or dealer viewed in terms of either that particular transaction or of the overall responsibilities of Janus Capital or Perkins, as applicable. To constitute eligible “research services,” such services must qualify as “advice,” “analyses,” or “reports.” To determine that a service constitutes research services, Janus Capital or Perkins, as applicable, must conclude that it reflects the “expression of reasoning or knowledge” relating to the value of securities, advisability of effecting transactions in securities or analyses, or reports concerning issuers, securities, economic factors, investment strategies, or the performance of accounts. To constitute eligible “brokerage services,” such services must effect securities transactions and functions incidental thereto, and include clearance, settlement, and the related custody services. Additionally, brokerage services have been interpreted to include services relating to the execution of securities transactions. Research received from brokers or dealers is supplemental to Janus Capital’s and Perkins’ own research efforts. Because Janus Capital and Perkins receive a benefit from research they receive from broker-dealers, Janus Capital and Perkins may have an incentive to continue to use those broker-dealers to effect transactions. Janus Capital and Perkins do not consider a broker-dealer’s sale of Fund shares when choosing a broker-dealer to effect transactions.

 

“Cross trades,” in which one Janus Capital account sells a particular security to another account (potentially saving transaction costs for both accounts), may also pose a potential conflict of interest. Cross trades may be seen to involve a potential conflict of interest if, for example, one account is permitted to sell a security to another account at a higher price than an independent third party would pay. Janus Capital and the Funds’ Trustees have adopted compliance procedures that provide that any transactions between the Fund and another Janus-advised account are to be made at an independent current market price, as required by law. There is also a potential conflict of interest when cross trades involve a Janus fund that has substantial ownership by Janus Capital. At times, Janus Capital may have a controlling interest of a Fund involved in a cross trade.

 

70

  

For the fiscal year ended June 30, 2014, the total brokerage commissions paid by the Funds to brokers and dealers in transactions identified for execution primarily on the basis of research and other services provided to the Funds are summarized below.

                 
Fund Name   Commissions   Transactions
Fixed Income                
                 
Janus High-Yield Fund   $ 64,155     $ 27,117,745  
                 
Janus Multi-Sector Income Fund(1)   $ 42     $ 23,681  
                 
Janus Real Return Fund   $ 1,195     $ 537,379  
                 
Value                
                 
Perkins Large Cap Value Fund   $ 19,590     $ 41,458,464  
                 
Perkins Mid Cap Value Fund   $ 3,902,773     $ 5,973,630,891  
                 
Perkins Select Value Fund   $ 40,675     $ 56,341,049  
                 
Perkins Small Cap Value Fund   $ 1,623,162     $ 1,591,332,067  
                 
Perkins Value Plus Income Fund   $ 14,070     $ 23,181,581  

 

(1) February 28, 2014 (effective date) to June 30, 2014.

 

Note: Funds that are not included in the table did not pay any commissions related to research for the stated period.

 

Janus Capital and Perkins do not guarantee any broker the placement of a predetermined amount of securities transactions in return for the research or brokerage services it provides. Janus Capital and Perkins do, however, have internal procedures for allocating transactions in a manner consistent with their execution policies to brokers that they have identified as providing research, research-related products or services, or execution-related services of a particular benefit to their clients. Janus Capital and Perkins have entered into client commission agreements (“CCAs”) with certain broker-dealers under which the broker-dealers may use a portion of their commissions to pay third parties or other broker-dealers that provide Janus Capital and Perkins with research or brokerage services, as permitted under Section 28(e) of the Securities and Exchange Act of 1934. CCAs allow Janus Capital and Perkins to direct broker-dealers to pool commissions that are generated from orders executed at that broker-dealer, and then periodically direct the broker-dealer to pay third parties or other broker-dealers for research or brokerage services. All uses of CCAs by Janus Capital and Perkins are subject to applicable law and their best execution obligations. Brokerage and research products and services furnished by brokers may be used in servicing any or all of the clients of Janus Capital or Perkins, and such research may not necessarily be used by Janus Capital or Perkins in connection with the same accounts that paid commissions to the broker providing such brokerage and research products and services. Such products and services may not always be used in connection with management of the Funds. Similarly, research and brokerage services paid for with commissions generated by equity trades may be used for fixed-income clients that normally do not pay brokerage commissions or other clients whose commissions are generally not used to obtain such research and brokerage services. Perkins may make its own separate arrangements with and maintain internal allocation procedures for allocating transactions to brokers who provide research products and services to encourage them to provide services expected to be useful to Perkins’ clients, including Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, Perkins Small Cap Value Fund, and Perkins Value Plus Income Fund.

 

Janus Capital and Perkins may also use step-out transactions in order to receive research products and related services. In a step-out transaction, Janus Capital or Perkins directs trades to a broker-dealer with the instruction that the broker-dealer execute the transaction, but “step-out” all or a portion of the transaction or commission in favor of another broker-dealer that provides such products and/or services. The second broker-dealer may clear and settle and receive commissions for the stepped-in portion. In a new issue designation, Janus Capital or Perkins directs purchase orders to a broker-dealer that is a selling group member or underwriter of an equity or fixed-income new issue offering. Janus Capital or Perkins directs that broker-dealer to designate a portion of the broker-dealer’s commission on the new issue purchase to a second broker-dealer(s) that provides such products and/or services. Given Janus Capital’s and Perkins’ receipt of such products and services in connection with step-out transactions and new issue designations, Janus Capital and Perkins have an incentive to continue to engage in such transactions; however, Janus Capital and Perkins only intend to utilize step-out transactions and new issue designations when they believe that doing so would not hinder best execution efforts.

 

INTECH has a policy of seeking to obtain best execution (obtaining the most favorable price and efficient execution). INTECH seeks to effect each transaction at a price and commission, if any, that provides the most favorable total cost or

 

71

  

proceeds reasonably attainable in the circumstances. INTECH may, however, pay a higher commission than would otherwise be necessary for a particular transaction when, in INTECH’s opinion, to do so will further the goal of obtaining the best available execution. Commissions are negotiated with the broker on the basis of the quality and quantity of execution services that the broker provides, in light of generally prevailing commission rates with respect to any securities transactions involving a commission payment. Periodically, reviews are conducted of the allocation among brokers of orders for equity securities and the commissions that were paid.

 

INTECH does not consider research services in selecting brokers. For the INTECH Funds, regular daily trades are generated by INTECH using proprietary trade system software. Before submission for execution, trades are reviewed by the trader for errors or discrepancies. Trades are submitted to designated brokers at one time during the day, to the extent possible, pre-allocated to individual clients. In the event that an order is not completely filled, executed shares are allocated to client accounts in proportion to the order.

 

When the Funds purchase or sell a security in the over-the-counter market, the transaction takes place directly with a principal market-maker, without the use of a broker, except in those circumstances where, in the opinion of Janus Capital or the subadviser, better prices and executions will be achieved through the use of a broker.

 

The following table lists the total amount of brokerage commissions paid by each Fund for the fiscal years ended June 30, unless otherwise noted.

                         
Fund Name   2014   2013   2012
Fixed Income                        
                         
Janus Flexible Bond Fund   $     $     $  
                         
Janus Global Bond Fund   $     $     $  
                         
Janus High-Yield Fund   $ 136,203     $ 44,755     $ 19,024  
                         
Janus Multi-Sector Income Fund   $ 73 (1)     N/A       N/A  
                         
Janus Real Return Fund   $ 2,509     $ 1,454     $ 32,715  
                         
Janus Short-Term Bond Fund   $     $     $  
                         
Mathematical                        
                         
INTECH Global Dividend Fund   $ 13,943     $ 12,246     $ 6,597 (2)
                         
INTECH International Fund   $ 135,647     $ 85,713     $ 61,759  
                         
INTECH U.S. Core Fund   $ 339,566     $ 219,377     $ 205,675  
                         
INTECH U.S. Growth Fund   $ 288,982     $ 227,186     $ 243,858  
                         
INTECH U.S. Value Fund   $ 133,061     $ 93,632     $ 81,831  
                         
Value                        
                         
Perkins Large Cap Value Fund   $ 42,933     $ 91,518     $ 87,919  
                         
Perkins Mid Cap Value Fund   $ 8,812,926     $ 17,372,422     $ 15,878,936  
                         
Perkins Select Value Fund   $ 84,696     $ 80,841     $ 103,735 (2)
                         
Perkins Small Cap Value Fund   $ 3,508,286     $ 4,172,454     $ 4,414,074  
                         
Perkins Value Plus Income Fund   $ 28,278     $ 34,632     $ 26,845  

 

(1) February 28, 2014 (effective date) to June 30, 2014.
(2) December 15, 2011 (effective date) to June 30, 2012.

 

Brokerage commissions paid by a Fund may vary significantly from year to year because of portfolio turnover rates, shareholder, broker-dealer, or other financial intermediary purchase/redemption activity, varying market conditions, changes to investment strategies or processes, and other factors.

 

72

  

As of June 30, 2014, certain Funds owned securities of their regular broker-dealers (or parents) as shown below:

 

             
Fund Name   Name of Broker-Dealer   Value of Securities Owned
Fixed Income            
             
Janus Flexible Bond Fund   Bank of American Corp.   $ 38,749,928  
    Bank of American Corp.     34,348,141  
    Bank of American Corp.     8,981,951  
    Bank of American Corp.     7,547,752  
    Credit Suisse Mortgage Capital Certificates     9,319,432  
    Credit Suisse Mortgage Capital Certificates     5,701,847  
    Credit Suisse Mortgage Capital Certificates     4,149,923  
    Credit Suisse Mortgage Capital Certificates     2,871,079  
    Goldman Sachs Group I     22,282,434  
    Goldman Sachs Group, Inc.     19,447,514  
    Goldman Sachs Group, Inc.     15,867,767  
    Goldman Sachs Group, Inc.     9,504,264  
    JP Morgan Chase Commercial Mortgage Securities Corp.     6,485,343  
    JP Morgan Chase Commercial Mortgage Securities Trust     11,303,456  
    JP Morgan Chase Commercial Mortgage Securities Trust     9,998,680  
    JP Morgan Chase Commercial Mortgage Securities Trust     9,449,033  
    JP Morgan Chase Commercial Mortgage Securities Trust     4,707,233  
    JP Morgan Chase Commercial Mortgage Securities Trust     3,819,481  
    JPMorgan Chase & Co.     3,733,568  
             
Janus Global Bond Fund   Bank of American Corp.   $ 863,269  
    Goldman Sachs Group, Inc.     685,995  
    JP Morgan Chase Commercial Mortgage Securities Corp.     277,818  
    JP Morgan Chase Commercial Mortgage Securities Trust     431,107  
    JP Morgan Chase Commercial Mortgage Securities Trust     205,316  
    JP Morgan Chase Commercial Mortgage Securities Trust     163,577  
    UBS AG     2,089,872  
             
Janus High-Yield Fund   Credit Suisse Commercial Mortgage Trust   $ 13,074,090  
    JP Morgan Chase Commercial Mortgage Securities Trust     7,675,148  
             
Janus Multi-Sector Income Fund   Credit Suisse Commercial Mortgage Trust   $ 339,372  
    JPMorgan Chase Commercial Mortgage Securities Trust     130,000  
    JPMorgan Chase Commercial Mortgage Securities Trust     120,185  
    UBS AG     145,636  
             
Janus Real Return Fund   Bank of American Corp.   $ 73,046  
    Goldman Sachs Group, Inc.     47,524  
             
Janus Short-Term Bond Fund   Bank of American Corp.   $ 20,489,976  
    Bank of American Corp.     16,449,452  
    Bank of American Corp.     8,020,176  
    Bank of American Corp.     6,528,457  
    Bank of American Corp.     4,639,380  
    Goldman Sachs Group, Inc.     31,495,526  
    Goldman Sachs Group, Inc.     4,285,503  
    JPMorgan Chase & Co.     51,372,398  
    UBS AG     2,305,729  
             
Mathematical            
             
INTECH Global Dividend Fund   Bank of Montreal   $ 132,575  
    Royal Bank of Canada     14,299  
             
INTECH U.S. Core Fund   Bank of American Corp.   $ 458,026  
    JPMorgan Chase & Co.     952,228  
             
INTECH U.S. Value Fund   Bank of America Corp.   $ 1,002,124  

 

73

             
Fund Name   Name of Broker-Dealer   Value of Securities Owned
Value            
             
Perkins Large Cap Value Fund   JPMorgan Chase & Co.   $ 1,496,449  
             
Perkins Mid Cap Value Fund   Deutsche Bank Securities, Inc.   $ 25,000,000  
    RBC Capital Markets Corp.     300,000,000  
             
Perkins Small Cap Value Fund   Credit Suisse Securities (USA) LLC   $ 25,000,000  
    RBC Capital Markets Corp.     25,000,000  
             
Perkins Value Plus Income Fund   Bank of America Corp.   $ 165,217  
    Bank of America Corp.     88,540  
    Bank of America Corp.     38,447  
    Goldman Sachs Group I     114,240  
    Goldman Sachs Group, Inc.     82,650  
    Goldman Sachs Group, Inc.     69,056  
    Goldman Sachs Group, Inc.     37,418  
    JPMorgan Chase & Co.     806,680  
    JPMorgan Chase & Co.     18,997  
             

 

74

  

Shares of the trust

 

Although Perkins Mid Cap Value Fund and Perkins Small Cap Value Fund are closed, certain investors may continue to invest in the Funds and/or open new Fund accounts as described in the Funds’ Prospectuses. Detailed information is also included under “Closed Fund Policies” in this section of the SAI.

 

NET ASSET VALUE DETERMINATION

 

As stated in the Funds’ Prospectuses, the net asset value (“NAV”) of the Shares of each class of each Fund is determined once each day the New York Stock Exchange (the “NYSE”) is open, as of the close of its regular trading session (normally 4:00 p.m., New York time, Monday through Friday). The per share NAV for each class of each Fund is computed by dividing the total value of securities and other assets allocated to the class, less liabilities allocated to that class, by the total number of outstanding shares for the class. Securities held by the Funds are valued in accordance with policies and procedures established by and under the supervision of the Trustees (the “Valuation Procedures”). In determining NAV, equity securities traded on a domestic securities exchange are generally valued at the closing prices on the primary market or exchange on which they trade. If such price is lacking for the trading period immediately preceding the time of determination, such securities are valued at their current bid price. Equity securities that are traded on a foreign exchange are generally valued at the closing prices on such markets. In the event that there is not current trading volume on a particular security in such foreign exchange, the bid price from the primary exchange is generally used to value the security. Securities that are traded on the over-the-counter markets are generally valued at their closing or latest bid prices as available. Foreign securities and currencies are converted to U.S. dollars using the applicable exchange rate in effect at the close of the NYSE. Each Fund will determine the market value of individual securities held by it by using prices provided by one or more professional pricing services or, as needed, by obtaining market quotations from independent broker-dealers. Short-term securities maturing within 60 days or less are valued on an amortized cost basis. Debt securities with a remaining maturity of greater than 60 days are valued in accordance with the evaluated bid price supplied by the pricing service that is intended to reflect market value. The evaluated bid price supplied by the pricing service is an evaluation that may consider factors such as security prices, yields, maturities, and ratings.

 

Securities for which market quotations or evaluated prices are not readily available or are deemed unreliable are valued at fair value determined in good faith under the Valuation Procedures. Circumstances in which fair value pricing may be utilized include, but are not limited to: (i) a significant event that may affect the securities of a single issuer, such as a merger, bankruptcy, or significant issuer-specific development; (ii) an event that may affect an entire market, such as a natural disaster or significant governmental action; (iii) a nonsignificant event such as a market closing early or not opening, or a security trading halt; and (iv) pricing of a nonvalued security and a restricted or nonpublic security. Special valuation considerations may apply with respect to “odd-lot” fixed-income transactions which, due to their small size, may receive evaluated prices by pricing services which reflect a large block trade and not what actually could be obtained for the odd-lot position. The Funds use systematic fair valuation models provided by independent third parties to value international equity securities in order to adjust for stale pricing, which may occur between the close of certain foreign exchanges and the close of the NYSE.

 

Trading in securities on European and Far Eastern securities exchanges and over-the-counter markets is normally completed well before the close of business on each business day in New York (i.e., a day on which the NYSE is open). In addition, European or Far Eastern securities trading generally or in a particular country or countries may not take place on all business days in New York. Furthermore, trading takes place in Japanese markets on certain Saturdays and in various foreign markets on days which are not business days in New York and on which a Fund’s NAV is not calculated. A Fund calculates its NAV per share, and therefore effects sales, redemptions, and repurchases of its shares, as of the close of the NYSE once each day on which the NYSE is open. Such calculation may not take place contemporaneously with the determination of the prices of the foreign portfolio securities used in such calculation. If an event that is expected to affect the value of a portfolio security occurs after the close of the principal exchange or market on which that security is traded, and before the close of the NYSE, then that security may be valued in good faith under the Valuation Procedures.

 

To the extent there are any errors in a Fund’s NAV calculation, Janus Capital may, at its discretion, reprocess individual shareholder transactions so that each shareholder’s account reflects the accurate corrected NAV.

 

CLOSED FUND POLICIES

 

Perkins Mid Cap Value Fund

The Fund has limited sales of its shares in certain distribution channels because Janus Capital and the Trustees believe continued sales in these channels are not in the best interests of the Fund. Sales have generally been discontinued for new

 

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individual retail investors purchasing directly with Janus Capital or through fund supermarket platforms at financial intermediaries. If you are a current Fund shareholder investing directly with Janus Capital or through a fund supermarket platform and close an existing Fund account, you may not be able to make additional investments in the Fund. The Fund may resume sales of its shares at some future date, but it has no present intention to do so.

 

Existing individual retail investors that have purchased the Fund directly from Janus Capital are permitted to continue purchasing Fund shares through existing accounts (and by opening new Fund accounts) and may reinvest any dividends or capital gains distributions in such accounts, absent highly unusual circumstances. Individual retail investors that have purchased the Fund through fund supermarket platforms with financial intermediaries are permitted to continue purchasing Fund shares through existing accounts and may reinvest any dividends or capital gains distributions in such accounts, absent highly unusual circumstances. Further, Janus Capital encourages its employees to own shares of the Janus funds, and as such, upon prior approval, employees of Janus Capital and its affiliates may open new accounts in the closed Fund, and Trustees of the Janus funds and directors of JCGI may also open new accounts in the closed Fund. Requests for new accounts into the Fund for those channels that are closed to new investors will be reviewed by management on an individual basis, taking into consideration whether the addition to the Fund is believed to negatively impact existing Fund shareholders.

 

Perkins Small Cap Value Fund

The Fund has limited sales of its shares because Janus Capital and the Trustees believe continued sales are not in the best interests of the Fund. Sales to new investors have generally been discontinued; however, investors who meet certain criteria described below, may be able to purchase shares of the Fund. You may be required to demonstrate eligibility to purchase shares of the Fund before your investment is accepted. If you are a current Fund shareholder and close an existing Fund account, you may not be able to make additional investments in the Fund. The Fund may resume sales of its shares at some future date, but it has no present intention to do so.

 

Investors who meet the following criteria may be able to invest in the Fund: (i) existing shareholders invested in the Fund are permitted to continue to purchase shares through their existing Fund accounts (and, for shareholders of Class D Shares, by opening new Fund accounts) and to reinvest any dividends or capital gains distributions in such accounts, absent highly unusual circumstances; (ii) registered investment advisers (“RIAs”) may continue to invest in the Fund through an existing omnibus account at a financial institution and/or intermediary on behalf of clients who are current Fund shareholders; (iii) under certain circumstances, all or a portion of the shares held in a closed Fund account may be reallocated to a different form of ownership; this may include, but is not limited to, mandatory retirement distributions, legal proceedings, estate settlements, and the gifting of Fund shares; (iv) it is expected that existing or new participants in employer-sponsored retirement plans, including employees of JCGI and any of its subsidiaries covered under the JCGI retirement plan, that currently offer the Fund as an investment option may direct contributions to the Fund through their plan, regardless of whether the participant invested in such Fund prior to its closing; (v) Janus Capital encourages its employees to own shares of the Janus funds, and as such, upon prior approval, employees of Janus Capital and its affiliates may open new accounts in the closed Fund; Trustees of the Janus funds and directors of JCGI may also open new accounts in the closed Fund; (vi) Janus “fund of funds,” which is a fund that primarily invests in other Janus mutual funds may invest in the Fund; (vii) sponsors of certain wrap programs, including RIAs for fee-based business, with existing accounts in the Fund would be able to continue to invest in the Fund on behalf of existing shareholders; and (viii) in the case of certain mergers or reorganizations, retirement plans may be able to add the closed Fund as an investment option and sponsors of certain wrap programs with existing accounts in the Fund would be able to continue to invest in the Fund on behalf of new customers. Such mergers, reorganizations, acquisitions, or other business combination are those in which one or more companies involved in such transaction currently offers the Fund as an investment option, and any company that as a result of such transaction becomes affiliated with the company currently offering the Fund (as a parent company, subsidiary, sister company, or otherwise). Such companies may request to add the Fund as an investment option under its retirement plan or wrap program. In addition, new accounts may be permitted in the Fund where a retirement plan was negotiating with Janus Capital (and/or certain recognized intermediary distributors) to add the closed Fund at the time Fund closure was announced. Requests for new accounts into a closed Fund will be reviewed by management and may be permitted on an individual basis, taking into consideration whether the addition to the Fund is believed to negatively impact existing Fund shareholders.

 

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PURCHASES

 

With the exception of Class D Shares and Class I Shares, Shares of the Funds can generally be purchased only through institutional channels such as financial intermediaries and retirement platforms. Class D Shares and Class I Shares may be purchased directly with the Funds in certain circumstances as provided in the Funds’ Prospectuses. Not all financial intermediaries offer all classes. Shares or classes of the Funds may be purchased without upfront sales charges by certain retirement plans and clients of investment advisers, but these clients will typically pay asset-based fees for their investment advisers’ advice, which are on top of the Funds’ expenses. Certain Shares or classes of the Funds may also be purchased without upfront sales charges or transactional charges by persons who invest through mutual fund “supermarket” programs of certain financial intermediaries that typically do not provide investment recommendations or the assistance of an investment professional. For an analysis of fees associated with an investment in each share class or other similar funds, please visit www.finra.org/fundanalyzer. Under certain circumstances, the Funds may permit an in-kind purchase of Class A Shares, Class C Shares, Class I Shares, Class N Shares, Class R Shares, Class S Shares, or Class T Shares.

 

Certain designated organizations are authorized to receive purchase orders on the Funds’ behalf and those organizations are authorized to designate their agents and affiliates as intermediaries to receive purchase orders. Purchase orders are deemed received by a Fund when authorized organizations, their agents, or affiliates receive the order provided that such designated organizations or their agents or affiliates transmit the order to the Fund within contractually specified periods. The Funds are not responsible for the failure of any designated organization or its agents or affiliates to carry out its obligations to its customers. In order to receive a day’s price, your order for any class of Shares must be received in good order by the close of the regular trading session of the NYSE as described above in “Net Asset Value Determination.” Your financial intermediary may charge you a separate or additional fee for processing purchases of Shares. Your financial intermediary, plan documents, or the Funds’ Prospectuses will provide you with detailed information about investing in the Funds.

 

Janus has established an Anti-Money Laundering Program (the “Program”) as required by the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“USA PATRIOT Act”). In an effort to ensure compliance with this law, Janus’ Program provides for the development of internal practices, procedures and controls, designation of anti-money laundering compliance officers, an ongoing training program, and an independent audit function to determine the effectiveness of the Program.

 

Procedures to implement the Program include, but are not limited to, determining that financial intermediaries have established proper anti-money laundering procedures, reporting suspicious and/or fraudulent activity, checking shareholder names against designated government lists, including the Office of Foreign Asset Control (“OFAC”), and a review of all new account applications. The Trust does not intend to transact business with any person or entity whose identity cannot be adequately verified under the provisions of the USA PATRIOT Act.

 

Class A Shares

The price you pay for Class A Shares is the public offering price, which is the NAV next determined after a Fund or its agent receives in good order your order plus an initial sales charge, if applicable, based on the amount invested as set forth in the table. The Fund receives the NAV. The sales charge is allocated between your financial intermediary and Janus Distributors, the Trust’s distributor, as shown in the table, except where Janus Distributors, in its discretion, allocates up to the entire amount to your financial intermediary. Sales charges, as expressed as a percentage of offering price, a percentage of your net investment, and as a percentage of the sales charge reallowed to financial intermediaries, are shown in the table. The dollar amount of your initial sales charge is calculated as the difference between the public offering price and the NAV of those shares. Since the offering price is calculated to two decimal places using standard rounding criteria, the number of shares purchased and the dollar amount of your sales charge as a percentage of the offering price and of your net investment may be higher or lower than the amounts set forth in the table depending on whether there was a downward or upward rounding. Although you pay no initial sales charge on purchases of $1,000,000 or more, Janus Distributors may pay, from its own resources, a commission to your financial intermediary on such investments.

 

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    Sales Charge as a   Sales Charge as a   Amount of Sales Charge Reallowed
    Percentage of   Percentage of Net   to Financial Intermediaries as a
Amount of Purchase at Offering Price   Offering Price*   Amount Invested   Percentage of Offering Price
Equity Funds                        
                         
Under $50,000     5.75 %     6.10 %     5.00 %
                         
$50,000 but under $100,000     4.50 %     4.71 %     3.75 %
                         
$100,000 but under $250,000     3.50 %     3.63 %     2.75 %
                         
$250,000 but under $500,000     2.50 %     2.56 %     2.00 %
                         
$500,000 but under $1,000,000     2.00 %     2.04 %     1.60 %
                         
$1,000,000 and above     None **     None       None  
                         
 Fixed-Income Funds
(except Janus Short-Term Bond Fund)
                       
                         
Under $50,000     4.75 %     4.99 %     4.25 %
                         
$50,000 but under $100,000     4.50 %     4.71 %     4.00 %
                         
$100,000 but under $250,000     3.50 %     3.63 %     3.00 %
                         
$250,000 but under $500,000     2.50 %     2.56 %     2.25 %
                         
$500,000 but under $1,000,000     2.00 %     2.04 %     1.75 %
                         
$1,000,000 and above     None **     None       None  
                         
Janus Short-Term Bond Fund***                        
                         
Under $50,000     2.50 %     2.56 %     2.00 %
                         
$50,000 but under $100,000     2.25 %     2.30 %     1.75 %
                         
$100,000 but under $250,000     2.00 %     2.04 %     1.50 %
                         
$250,000 but under $500,000     1.50 %     1.52 %     1.25 %
                         
$500,000 but under $1,000,000     1.00 %     1.01 %     0.75 %
                         
$1,000,000 and above     None **     None       None  
                         

 

    *  Offering Price includes the initial sales charge.
  **  A contingent deferred sales charge of 1.00% may apply to Class A Shares purchased without an initial sales charge if redeemed within 12 months of purchase.
***  A shareholder who exchanges Shares into a Fund with a higher sales charge may be required to pay the new Fund’s initial sales charge or the difference between the Fund’s sales charge and the sales charge applicable to the new Fund.

 

As described in the Prospectus, there are several ways you can combine multiple purchases of Class A Shares of the Funds and other Janus funds that are offered with a sales charge to take advantage of lower sales charges.

 

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The following table shows the aggregate amount of underwriting commissions paid to Janus Distributors from proceeds of initial sales charges paid by investors on Class A Shares (substantially all of which were paid out to financial intermediaries) for the fiscal years ended June 30, unless otherwise noted.

 

                         
    Aggregate Sales Commissions
Fund Name   2014   2013   2012
 Fixed Income                        
                         
Janus Flexible Bond Fund                        
Class A Shares   $ 365,746     $ 1,262,033     $ 2,123,347  
                         
Janus Global Bond Fund                        
Class A Shares   $ 23,865     $ 2,232     $ 4,262  
                         
Janus High-Yield Fund                        
Class A Shares   $ 111,845     $ 302,165     $ 462,647  
                         
Janus Multi-Sector Income Fund                        
Class A Shares   $ (1)     N/A       N/A  
                         
Janus Real Return Fund                        
Class A Shares(2)   $ 1,315     $ 2,326     $ 92  
                         
Janus Short-Term Bond Fund                        
Class A Shares   $ 203,733     $ 321,453     $ 329,303  
                         
 Mathematical                        
                         
INTECH Global Dividend Fund                        
Class A Shares   $ 45,128     $ 17,805     $ (3)
                         
INTECH International Fund                        
Class A Shares   $ 1,688     $ 2,487     $  
                         
INTECH U.S. Core Fund                        
Class A Shares   $ 39,229     $ 31,874     $ 18,283  
                         
INTECH U.S. Growth Fund                        
Class A Shares   $ 12,299     $ 3,940     $ 4,801  
                         
INTECH U.S. Value Fund                        
Class A Shares   $ 5,789     $ 3,430     $ 1,090  
                         
 Value                        
                         
Perkins Large Cap Value Fund                        
Class A Shares   $ 10,952     $ 9,275     $ 11,585  
                         
Perkins Mid Cap Value Fund                        
Class A Shares   $ 161,910     $ 219,052     $ 411,883  
                         
Perkins Select Value Fund                        
Class A Shares   $     $     $ (3)
                         
Perkins Small Cap Value Fund                        
Class A Shares   $ 2,475     $ 4,643     $ 13,248  
                         
Perkins Value Plus Income Fund                        
Class A Shares   $ 13,232     $ 5,940     $ 9,516  
                         

 

(1) February 28, 2014 (effective date) to June 30, 2014.
(2) For periods prior to October 15, 2012, the maximum sales charge imposed on purchases was 5.75%.
(3) December 15, 2011 (effective date) to June 30, 2012.

 

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During the fiscal years ended June 30, unless otherwise noted, Janus Distributors retained the following upfront sales charges.

 

                         
    Upfront Sales Charges
Fund Name   2014   2013   2012
 Fixed Income                        
                         
Janus Flexible Bond Fund                        
Class A Shares   $ 29,583     $ 75,594     $ 119,441  
                         
Janus Global Bond Fund                        
Class A Shares   $ 519     $ 321     $ 496  
                         
Janus High-Yield Fund                        
Class A Shares   $ 11,701     $ 22,942     $ 34,141  
                         
Janus Multi-Sector Income Fund                        
Class A Shares   $ (1)     N/A       N/A  
                         
Janus Real Return Fund                        
Class A Shares   $ 129     $ 363     $  
                         
Janus Short-Term Bond Fund                        
Class A Shares   $ 8,968     $ 16,895     $ 16,151  
                         
 Mathematical                        
                         
INTECH Global Dividend Fund                        
Class A Shares   $ 6,951     $ 1,937     $ (2)
                         
INTECH International Fund                        
Class A Shares   $ 329     $ 511     $  
                         
INTECH U.S. Core Fund                        
Class A Shares   $ 5,482     $ 3,965     $ 3,170  
                         
INTECH U.S. Growth Fund                        
Class A Shares   $ 1,045     $ 536     $ 757  
                         
INTECH U.S. Value Fund                        
Class A Shares   $ 647     $ 588     $ 200  
                         
 Value                        
                         
Perkins Large Cap Value Fund                        
Class A Shares   $ 1,455     $ 1,562     $ 1,539  
                         
Perkins Mid Cap Value Fund                        
Class A Shares   $ 24,347     $ 29,929     $ 59,312  
                         
Perkins Select Value Fund                        
Class A Shares   $     $     $ (2)
                         
Perkins Small Cap Value Fund                        
Class A Shares   $ 346     $ 705     $ 1,901  
                         
Perkins Value Plus Income Fund                        
Class A Shares   $ 2,031     $ 894     $ 1,141  
                         

 

(1) February 28, 2014 (effective date) to June 30, 2014.
(2) December 15, 2011 (effective date) to June 30, 2012.

 

Class C Shares, Class D Shares, Class I Shares, Class N Shares, Class R Shares, Class S Shares, and Class T Shares

Class C Shares, Class D Shares, Class I Shares, Class N Shares, Class R Shares, Class S Shares, and Class T Shares of the Funds are purchased at the NAV per share as determined at the close of the regular trading session of the NYSE next occurring after a purchase order is received in good order by a Fund or its authorized agent.

 

Janus Distributors also receives amounts pursuant to Class A Share, Class C Share, Class R Share, and Class S Share 12b-1 plans and, from Class A Shares and Class C Shares, proceeds of contingent deferred sales charges paid by investors upon certain redemptions, as detailed in the “Distribution and Shareholder Servicing Plans” and “Redemptions” sections, respectively, of this SAI.

 

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Commission on Class C Shares

Janus Distributors may compensate your financial intermediary at the time of sale at a commission rate of up to 1.00% of the NAV of the Class C Shares purchased. Service providers to qualified plans will not receive this amount if they receive 12b-1 fees from the time of initial investment of qualified plan assets in Class C Shares.

 

DISTRIBUTION AND SHAREHOLDER SERVICING PLANS

 

Class A Shares, Class R Shares, and Class S Shares

As described in the Prospectuses, Class A Shares, Class R Shares, and Class S Shares have each adopted distribution and shareholder servicing plans (the “Class A Plan,” “Class R Plan,” and “Class S Plan,” respectively) in accordance with Rule 12b-1 under the 1940 Act. The Plans are compensation type plans and permit the payment at an annual rate of up to 0.25% of the average daily net assets of Class A Shares and Class S Shares and at an annual rate of up to 0.50% of the average daily net assets of Class R Shares of a Fund for activities that are primarily intended to result in the sale and/or shareholder servicing of Class A Shares, Class R Shares, or Class S Shares of such Fund, including, but not limited to, printing and delivering prospectuses, statements of additional information, shareholder reports, proxy statements, and marketing materials related to Class A Shares, Class R Shares, and Class S Shares to prospective and existing investors; providing educational materials regarding Class A Shares, Class R Shares, and Class S Shares; providing facilities to answer questions from prospective and existing investors about the Funds; receiving and answering correspondence; complying with federal and state securities laws pertaining to the sale of Class A Shares, Class R Shares, and Class S Shares; assisting investors in completing application forms and selecting dividend and other account options; and any other activities for which “service fees” may be paid under Rule 2830 of the Financial Industry Regulatory Authority, Inc. (“FINRA”) Conduct Rules. Payments under the Plans are not tied exclusively to actual distribution and shareholder service expenses, and the payments may exceed distribution and shareholder service expenses actually incurred. Payments are made to Janus Distributors, the Funds’ distributor, who may make ongoing payments to financial intermediaries based on the value of Fund shares held by such intermediaries’ customers. On December 5, 2008, the Trustees unanimously approved a distribution plan with respect to each of the Class A Shares, Class R Shares, and Class S Shares, which became effective on July 6, 2009.

 

Class C Shares

As described in the Prospectuses, Class C Shares have adopted a distribution and shareholder servicing plan (the “Class C Plan”) in accordance with Rule 12b-1 under the 1940 Act. The Class C Plan is a compensation type plan and permits the payment at an annual rate of up to 0.75% of the average daily net assets of Class C Shares of a Fund for activities which are primarily intended to result in the sale of Class C Shares of such Fund. In addition, the Plan permits the payment of up to 0.25% of the average daily net assets of Class C Shares of a Fund for shareholder servicing activities including, but not limited to, providing facilities to answer questions from existing investors about the Funds; receiving and answering correspondence; assisting investors in changing dividend and other account options and any other activities for which “service fees” may be paid under Rule 2830 of the FINRA Conduct Rules. Payments under the Class C Plan are not tied exclusively to actual distribution and shareholder service expenses, and the payments may exceed distribution and shareholder service expenses actually incurred. On December 5, 2008, the Trustees unanimously approved the Class C Plan, which became effective on July 6, 2009.

 

The Plans and any Rule 12b-1 related agreement that is entered into by the Funds or Janus Distributors in connection with the Plans will continue in effect for a period of more than one year only so long as continuance is specifically approved at least annually by a vote of a majority of the Trustees, and of a majority of the Trustees who are not interested persons (as defined in the 1940 Act) of the Trust and who have no direct or indirect financial interest in the operation of the Plans or any related agreements (“12b-1 Trustees”). All material amendments to any Plan must be approved by a majority vote of the Trustees, including a majority of the 12b-1 Trustees, at a meeting called for that purpose. In addition, any Plan may be terminated as to a Fund at any time, without penalty, by vote of a majority of the outstanding Shares of that Class of that Fund or by vote of a majority of the 12b-1 Trustees.

 

Janus Distributors is entitled to retain all fees paid under the Class C Plan for the first 12 months on any investment in Class C Shares to recoup its expenses with respect to the payment of commissions on sales of Class C Shares. Financial intermediaries will become eligible for compensation under the Class C Plan beginning in the 13th month following the purchase of Class C Shares, although Janus Distributors may, pursuant to a written agreement between Janus Distributors and a particular financial intermediary, pay such financial intermediary 12b-1 fees prior to the 13th month following the purchase of Class C Shares.

 

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For the fiscal year ended June 30, 2014, under each Class’ respective Plan, Class A Shares, Class C Shares, Class R Shares, and Class S Shares of the Funds in total paid $15,185,683 to Janus Distributors (substantially all of which Janus Distributors paid out as compensation to broker-dealers and other service providers). The dollar amounts and the manner in which these 12b-1 payments were spent are summarized below.

 

                         
        Prospectus    
        Preparation,    
    Advertising and   Printing   Payment to
Fund Name   Literature   and Mailing   Brokers
 Fixed Income                        
                         
Janus Flexible Bond Fund                        
Class A Shares   $ 10,680     $ 1,074     $ 1,616,259  
Class C Shares   $ 5,621     $ 726     $ 2,919,443  
Class R Shares   $ 402     $ 340     $ 120,381  
Class S Shares   $ 1,366     $ 398     $ 206,097  
                         
Janus Global Bond Fund                        
Class A Shares   $ 59     $ 260     $ 8,438  
Class C Shares   $ 13     $ 257     $ 5,623  
Class S Shares   $ 5     $ 256     $ 2  
                         
Janus High-Yield Fund                        
Class A Shares   $ 5,555     $ 666     $ 846,011  
Class C Shares   $ 1,264     $ 363     $ 701,655  
Class R Shares   $ 30     $ 275     $ 9,490  
Class S Shares   $ 111     $ 280     $ 16,198  
                         
Janus Multi-Sector Income Fund(1)                        
Class A Shares   $ 3     $ 2,486     $ 0  
Class C Shares   $ 3     $ 2,486     $ 0  
Class S Shares   $ 3     $ 2,486     $ 21  
                         
Janus Real Return Fund                        
Class A Shares   $ 19     $ 712     $ 568  
Class C Shares   $ 16     $ 712     $ 253  
Class S Shares   $ 16     $ 712     $ 12  
                         
Janus Short-Term Bond Fund                        
Class A Shares   $ 2,708     $ 561     $ 411,625  
Class C Shares   $ 1,221     $ 455     $ 604,983  
Class S Shares   $ 72     $ 374     $ 9,678  
                         
 Mathematical                        
                         
INTECH Global Dividend Fund                        
Class A Shares   $ 78     $ 208     $ 12,027  
Class C Shares   $ 9     $ 191     $ 1,063  
Class S Shares   $ 1     $ 189     $ 7  
                         
INTECH International Fund                        
Class A Shares   $ 35     $ 199     $ 5,635  
Class C Shares   $ 1     $ 191     $ 304  
Class S Shares   $ 0     $ 190     $ 0  
                         
INTECH U.S. Core Fund                        
Class A Shares   $ 305     $ 315     $ 47,801  
Class C Shares   $ 182     $ 279     $ 88,845  
Class S Shares   $ 400     $ 343     $ 61,653  
                         
INTECH U.S. Growth Fund                        
Class A Shares   $ 109     $ 248     $ 16,292  
Class C Shares   $ 57     $ 234     $ 33,251  
Class S Shares   $ 293     $ 325     $ 44,684  
                         
INTECH U.S. Value Fund                        
Class A Shares   $ 139     $ 250     $ 21,199  
Class C Shares   $ 12     $ 204     $ 2,816  
Class S Shares   $ 0     $ 203     $ 0  
                         

 

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        Prospectus    
        Preparation,    
    Advertising and   Printing   Payment to
Fund Name   Literature   and Mailing   Brokers
 Value                        
                         
Perkins Large Cap Value Fund                        
Class A Shares   $ 63     $ 476     $ 8,934  
Class C Shares   $ 57     $ 476     $ 17,944  
Class S Shares   $ 2     $ 476     $ 0  
                         
Perkins Mid Cap Value Fund                        
Class A Shares   $ 13,151     $ 1,382     $ 1,794,737  
Class C Shares   $ 3,152     $ 860     $ 1,583,852  
Class R Shares   $ 2,559     $ 829     $ 708,985  
Class S Shares   $ 9,613     $ 1,185     $ 1,324,629  
                         
Perkins Select Value Fund                        
Class A Shares   $ 2     $ 475     $ 285  
Class C Shares   $ 4     $ 474     $ 1,195  
Class S Shares   $ 0     $ 475     $ 0  
                         
Perkins Small Cap Value Fund                        
Class A Shares   $ 1,931     $ 636     $ 271,716  
Class C Shares   $ 298     $ 549     $ 165,340  
Class R Shares   $ 503     $ 561     $ 139,848  
Class S Shares   $ 1,435     $ 610     $ 202,049  
                         
Perkins Value Plus Income Fund                        
Class A Shares   $ 66     $ 480     $ 3,963  
Class C Shares   $ 61     $ 478     $ 11,316  
Class S Shares   $ 37     $ 477     $ 0  
                         

 

(1) February 28, 2014 (effective date) to June 30, 2014.

 

REDEMPTIONS

 

Redemptions, like purchases, may generally be effected only through institutional channels such as financial intermediaries and retirement platforms. Class D Shares and, in certain circumstances, Class I Shares may be redeemed directly with the Funds. Certain designated organizations are authorized to receive redemption orders on the Funds’ behalf and those organizations are authorized to designate their agents and affiliates as intermediaries to receive redemption orders. Redemption orders are deemed received by a Fund when authorized organizations, their agents, or affiliates receive the order. The Funds are not responsible for the failure of any designated organization or its agents or affiliates to carry out its obligations to its customers.

 

Certain large shareholders, such as other funds, institutional investors, financial intermediaries, individuals, accounts, and Janus affiliates, may from time to time own (beneficially or of record) or control a significant percentage of a Fund’s Shares. Redemptions by these large shareholders of their holdings in a Fund may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact a Fund’s NAV and liquidity. Similarly, large Fund share purchases may adversely affect a Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments result in gains, and may also increase transaction costs. In addition, a large redemption could result in a Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio.

 

Shares normally will be redeemed for cash, although each Fund retains the right to redeem some or all of its shares in-kind under unusual circumstances, in order to protect the interests of remaining shareholders, to accommodate a request by a particular shareholder that does not adversely affect the interests of the remaining shareholders, or in connection with the liquidation of a Fund, by delivery of securities selected from its assets at its discretion. However, each Fund is governed by Rule 18f-1 under the 1940 Act, which requires each Fund to redeem shares solely for cash up to the lesser of $250,000 or 1% of the NAV of that Fund during any 90-day period for any one shareholder. Should redemptions by any shareholder exceed such limitation, a Fund will have the option of redeeming the excess in cash or in-kind. If shares are redeemed in-kind, the redeeming shareholder may incur brokerage costs in converting the assets to cash, whereas such costs are borne by

 

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the Fund for cash redemptions. The method of valuing securities used to make redemptions in-kind will be the same as the method of valuing portfolio securities described under “Shares of the Trust – Net Asset Value Determination” and such valuation will be made as of the same time the redemption price is determined.

 

The Funds reserve the right to postpone payment of redemption proceeds for up to seven calendar days. Additionally, the right to require the Funds to redeem their Shares may be suspended, or the date of payment may be postponed beyond seven calendar days, whenever: (i) trading on the NYSE is restricted, as determined by the SEC, or the NYSE is closed (except for holidays and weekends); (ii) the SEC permits such suspension and so orders; or (iii) an emergency exists as determined by the SEC so that disposal of securities or determination of NAV is not reasonably practicable.

 

Class A Shares

A contingent deferred sales charge (“CDSC”) of 1.00% will be deducted with respect to Class A Shares purchased without a sales load and redeemed within 12 months of purchase, unless waived, as discussed in the Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the Class A Shares redeemed.

 

Class C Shares

A CDSC of 1.00% will be deducted with respect to Class C Shares redeemed within 12 months of purchase, unless waived, as discussed in the Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the Class C Shares redeemed.

 

For the fiscal years ended June 30, unless otherwise noted, the total amounts received by Janus Distributors from the proceeds of contingent deferred sales charges paid by investors upon certain redemptions of Class A Shares and Class C Shares are summarized below.

 

                         
    Contingent Deferred Sales Charges
Fund Name   2014   2013   2012
 Fixed Income                        
                         
Janus Flexible Bond Fund                        
Class A Shares   $ 303     $ 10,745     $ 10,286  
Class C Shares   $ 116,687     $ 96,964     $ 62,146  
                         
Janus Global Bond Fund                        
Class A Shares   $     $     $  
Class C Shares   $     $ 107     $ 210  
                         
Janus High-Yield Fund                        
Class A Shares   $ 980     $ 1,700     $ 243  
Class C Shares   $ 10,267     $ 10,991     $ 10,331  
                         
Janus Multi-Sector Income Fund                        
Class A Shares   $ (1)     N/A       N/A  
Class C Shares   $ (1)     N/A       N/A  
                         
Janus Real Return Fund                        
Class A Shares   $     $     $  
Class C Shares   $     $     $  
                         
Janus Short-Term Bond Fund                        
Class A Shares   $ 8,031     $ 9,000     $ 4,933  
Class C Shares   $ 29,161     $ 15,362     $ 9,957  
                         

 

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    Contingent Deferred Sales Charges
Fund Name   2014   2013   2012
 Mathematical                        
                         
INTECH Global Dividend Fund                        
Class A Shares   $     $     $ (2)
Class C Shares   $     $ 118     $ 450 (2)
                         
INTECH International Fund                        
Class A Shares   $     $     $  
Class C Shares   $     $     $ 2,757  
                         
INTECH U.S. Core Fund                        
Class A Shares   $     $     $  
Class C Shares   $ 910     $ 413     $ 415  
                         
INTECH U.S. Growth Fund                        
Class A Shares   $     $     $  
Class C Shares   $ 79     $ 45     $ 671  
                         
INTECH U.S. Value Fund                        
Class A Shares   $     $     $  
Class C Shares   $ 819     $     $ 153  
                         
 Value                        
                         
Perkins Large Cap Value Fund                        
Class A Shares   $     $     $  
Class C Shares   $ 541     $ 231     $ 301  
                         
Perkins Mid Cap Value Fund                        
Class A Shares   $     $ 168     $  
Class C Shares   $ 14,354     $ 14,348     $ 25,164  
                         
Perkins Select Value Fund                        
Class A Shares   $     $     $ (2)
Class C Shares   $     $     $ (2)
                         
Perkins Small Cap Value Fund                        
Class A Shares   $     $     $ 4  
Class C Shares   $ 144     $ 318     $ 1,921  
                         
Perkins Value Plus Income Fund                        
Class A Shares   $     $     $  
Class C Shares   $     $     $ 137  
                         

 

(1) February 28, 2014 (effective date) to June 30, 2014.
(2) December 15, 2011 (effective date) to June 30, 2012.

 

Processing or Service Fees

Broker-dealers may charge their customers a processing or service fee in connection with the purchase or redemption of Fund shares. Each individual dealer determines and should disclose to its customers the amount and applicability of such a fee. Processing or service fees typically are fixed, nominal dollar amounts and are in addition to the sales and other charges described in the Prospectuses and this SAI. Consult your broker-dealer for specific information about any processing or service fees you may be charged.

 

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Income dividends, capital gains distributions, and tax status

 

The following is intended to be a general summary of certain U.S. federal income tax consequences of investing in the Funds. It is not intended to be a complete discussion of all such federal income tax consequences, nor does it purport to deal with all categories of investors. This discussion reflects applicable tax laws of the United States as of the date of this SAI. However, tax laws may change or be subject to new interpretation by the courts or the Internal Revenue Service (the “IRS”), possibly with retroactive effect. Investors are therefore advised to consult with their own tax advisers before making an investment in the Funds.

 

It is a policy of the Funds to make distributions of substantially all of their respective net investment income and any realized net capital gains at least annually. Any net capital gains realized during each fiscal year, as defined by the Internal Revenue Code, are normally declared and payable to shareholders in December but, if necessary, may be distributed at other times as well. INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, INTECH U.S. Value Fund, Perkins Large Cap Value Fund, Perkins Mid Cap Value Fund, Perkins Select Value Fund, and Perkins Small Cap Value Fund declare and make annual distributions of net investment income (if any). Janus Flexible Bond Fund, Janus Global Bond Fund, Janus High-Yield Fund, Janus Multi-Sector Income Fund, Janus Real Return Fund, and Janus Short-Term Bond Fund declare dividends daily and make monthly distributions of net investment income. INTECH Global Dividend Fund and Perkins Value Plus Income Fund declare and make monthly distributions of net investment income. If a month begins on a Saturday, Sunday, or holiday, dividends for daily dividend Funds for those days are declared at the end of the preceding month.

 

Fund Taxation

The Funds intend to qualify as regulated investment companies by satisfying certain requirements prescribed by Subchapter M of the Internal Revenue Code. If a Fund failed to qualify as a regulated investment company in any taxable year, the Fund may be subject to federal income tax on its taxable income at corporate rates. In addition, all distributions from earnings and profits, including any distributions of net tax-exempt income and net long-term capital gains, would generally be taxable to shareholders as ordinary income but may, at least in part, qualify for the dividends received deduction applicable to corporations or the reduced rate of taxation applicable to noncorporate holders for “qualified dividend income.” In addition, the Funds could be required to recognize unrealized gains, pay taxes and interest, and make distributions before requalifying as regulated investment companies that are accorded special federal income tax treatment.

 

A federal excise tax at the rate of 4% will be imposed on the excess, if any, of a Fund’s “required distribution” over actual distributions in any calendar year. Generally, the “required distribution” is 98% of a Fund’s ordinary income for the calendar year plus 98.2% of its capital gain net income recognized during the one-year period ending on October 31 plus undistributed amounts from prior years. Each Fund intends to make distributions sufficient to avoid imposition of the excise tax.

 

If a Fund invests in certain pay-in-kind securities, zero coupon securities, deferred interest securities, or, in general, any other securities with original issue discounts (or with market discount if the Fund elects to include market discount in income currently), the Fund must accrue income on such investments for each taxable year, which generally will be prior to the receipt of the corresponding cash payments. However, a Fund must distribute to shareholders, at least annually, all or substantially all of its investment company taxable income (determined without regard to the deduction for dividends paid), including such accrued income, to avoid federal income and excise taxes. In certain cases, a Fund may have to distribute cash obtained from other sources in order to satisfy the distribution requirements under the Internal Revenue Code. Therefore, a Fund may have to dispose of its portfolio securities under disadvantageous circumstances to generate cash, or may have to leverage itself by borrowing the cash, to satisfy these distribution requirements.

 

A Fund may acquire market discount bonds. A market discount bond is a security acquired in the secondary market at a price below its redemption value (or its adjusted issue price if it is also an original issue discount bond). If a Fund invests in a market discount bond, it generally will be required to treat any gain recognized on the disposition of such market discount bond as ordinary income (instead of capital gain) to the extent of the accrued market discount, unless the Fund elects to include the market discount in income as it accrues.

 

Certain Funds’, particularly Janus High-Yield Fund, Janus Multi-Sector Income Fund, and Janus Real Return Fund, investments in lower-rated or unrated debt securities may present issues for that Fund if the issuers of these securities default on their obligations because the federal income tax consequences to a holder of such securities are not certain.

 

The Funds may purchase securities of certain foreign corporations considered to be passive foreign investment companies by the Internal Revenue Code. In order to avoid taxes and interest that must be paid by the Funds, the Funds may make various

 

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elections permitted by the tax laws. However, these elections could require that the Funds recognize taxable income, which in turn must be distributed even though the Funds may not have received any income upon such an event.

 

Some foreign securities purchased by the Funds may be subject to foreign taxes which could reduce the yield on such securities. If the amount of foreign taxes is significant in a particular year, the Funds that qualify under Section 853 of the Internal Revenue Code may elect to pass through such taxes to shareholders, who will each decide whether to deduct such taxes or claim a foreign tax credit. If such election is not made by a Fund, any foreign taxes paid or accrued will represent an expense to the Fund, which will reduce its investment company taxable income.

 

Under the Internal Revenue Code, gains or losses attributable to fluctuations in exchange rates which occur between the time a Fund accrues income or receivables or accrues expenses or other liabilities denominated in a foreign currency and the time the Fund actually collects such income or pays such liabilities generally are treated as ordinary income or loss. Similarly, on disposition of debt securities denominated in a foreign currency and on disposition of certain other instruments, gains or losses attributable to fluctuations in the value of the foreign currency between the date of acquisition of the security or contract and the date of disposition also may be treated as ordinary gain or loss. These gains and losses, referred to under the Internal Revenue Code as “Section 988” gains or losses, may increase or decrease the amount of a Fund’s investment company taxable income to be distributed to its shareholders as ordinary income.

 

A Fund that invests in foreign securities may utilize foreign currency contracts in an effort to limit foreign currency risk. The value of foreign currency contracts can vary widely from month-to-month, which may result in gains one month and losses the next month. If the Fund distributes such gains during a monthly distribution (if applicable) and subsequently realizes foreign currency losses due to exchange rate fluctuations, such distribution could constitute a return of capital to shareholders for federal income tax purposes.

 

A Fund’s investments in REIT equity securities, if any, may require the Fund to accrue and distribute income not yet received. In order to generate sufficient cash to make the requisite distributions, the Fund may be required to sell securities at a time when fundamental investment considerations would not favor such sales. The Fund’s investments in REIT equity securities may result in the receipt of cash in excess of the REIT’s earnings. If a Fund distributes such amounts, such distribution could constitute a return of capital to shareholders for federal income tax purposes.

 

Some REITs are permitted to hold “residual interests” in real estate mortgage investment conduits (“REMICs”). Pursuant to the IRS rules, a portion of a Fund’s income from a REIT or “excess inclusion income” that is attributable to the REIT may be subject to federal income tax. Excess inclusion income will normally be allocated to shareholders in proportion to the dividends received by such shareholders. There may be instances in which a Fund may be unaware of a REIT’s excess inclusion income. In general, excess inclusion income allocated to shareholders: (a) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions); (b) will constitute unrelated business taxable income to entities (including a qualified pension plan, an individual retirement account, a 401(k) plan, a Keogh plan, or other tax-exempt entity) subject to tax on unrelated business income, thereby potentially requiring such an entity that is allocated excess inclusion income, and otherwise might not be required to file a federal income tax return, to file a tax return and pay tax on such income; and (c) in the case of a foreign shareholder, will not qualify for any reduction in U.S. federal withholding tax. In addition, if at any time during any taxable year a “disqualified organization” (as defined by the Internal Revenue Code) is a record holder of a share in a regulated investment company, then the regulated investment company will be subject to a tax equal to that portion of its excess inclusion income for the taxable year that is allocable to the disqualified organization, multiplied by the highest federal income tax rate imposed on corporations. This may impact a Fund’s performance.

 

Certain transactions involving short sales, futures, options, swap agreements, hedged investments, and other similar transactions, if any, may be subject to special provisions of the Internal Revenue Code that, among other things, may affect the character, amount, and timing of distributions to shareholders. The Funds will monitor their transactions and may make certain tax elections where applicable in order to mitigate the effect of these provisions, if possible.

 

The application of certain requirements for qualification as a regulated investment company and the application of certain other federal income tax rules may be unclear in some respects in connection with investments in certain derivatives and other investments. As a result, a Fund may be required to limit the extent to which it invests in such investments and it is also possible that the IRS may not agree with a Fund’s treatment of such investments. In addition, the tax treatment of derivatives and certain other investments may be affected by future legislation, treasury regulations, and guidance issued by the IRS (which could apply retroactively) that could affect the timing, character, and amount of a Fund’s income and gains and distributions to shareholders, affect whether a Fund has made sufficient distributions and otherwise satisfied the

 

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requirements to maintain its qualification as a regulated investment company and avoid federal income and excise taxes, or limit the extent to which a Fund may invest in certain derivatives and other investments in the future.

 

Generally, the character of the income or capital gains that a Fund receives from another investment company will pass through to the Fund’s shareholders as long as the Fund and the other investment company each qualify as regulated investment companies. However, to the extent that another investment company that qualifies as a regulated investment company realizes net losses on its investments for a given taxable year, a Fund will not be able to recognize its share of those losses until it disposes of shares of such investment company. Moreover, even when a Fund does make such a disposition, a portion of its loss may be recognized as a long-term capital loss, which will not be treated as favorably for federal income tax purposes as an ordinary deduction. In particular, a Fund will not be able to offset any capital losses from its dispositions of shares of other investment companies against its ordinary income. As a result of the foregoing rules, and certain other special rules, it is possible that the amounts of net investment income and net capital gains that a Fund will be required to distribute to shareholders will be greater than such amounts would have been had the Fund invested directly in the securities held by the investment companies in which it invests, rather than investing in shares of the investment companies. For similar reasons, the character of distributions from a Fund (e.g., long-term capital gain, qualified dividend income, etc.) will not necessarily be the same as it would have been had the Fund invested directly in the securities held by the investment companies in which it invests.

 

Shareholder Taxation

All income dividends and capital gains distributions, if any, on a Fund’s Shares are reinvested automatically in additional shares of the same class of Shares of that Fund at the NAV determined on the first business day following the record date, unless the shareholder has elected to receive distributions in cash. Shareholders will be subject to federal income taxes on distributions made by the Funds whether received in cash or additional shares of the Funds. Distributions from a Fund’s net investment income (which includes dividends, interest, net short-term capital gains, and net gains from foreign currency transactions), if any, generally are taxable to shareholders as ordinary income, unless such distributions are attributable to “qualified dividend income” eligible for the reduced federal income tax rates applicable to long-term capital gains, provided certain holding period and other requirements are satisfied. Dividends received from REITs and certain foreign corporations generally will not constitute qualified dividend income. Distributions of a Fund’s net capital gains (the excess of net long-term capital gains over net short-term capital losses), if any, are taxable as long-term capital gains, regardless of how long shares of the Funds were held. Long-term capital gains are taxable to noncorporate investors at a maximum federal income tax rate of 20%. Dividends paid by a Fund may also qualify in part for the 70% dividends-received deduction available to corporate shareholders, provided that certain holding period and other requirements under the Internal Revenue Code are satisfied. Generally, however, dividends received from most REITs and on stocks of foreign issuers are not eligible for the dividends-received deduction when distributed to the Funds’ corporate shareholders. Distributions from a Fund may also be subject to foreign, state, and local income taxes. Please consult a tax adviser regarding the tax consequences of Fund distributions and to determine whether you will need to file a tax return.

 

Distributions declared by a Fund during October, November, or December to shareholders of record during such month and paid by January 31 of the following year will be taxable in the year they are declared, rather than the year in which they are received. Each Fund will notify its shareholders each year of the amount and type of dividends and distributions it paid.

 

Gain or loss realized upon a redemption or other disposition (such as an exchange) of shares of a Fund by a shareholder will generally be treated as long-term capital gain or loss if the shares have been held for more than one year and, if not held for such period, as short-term capital gain or loss.

 

When a shareholder opens an account, IRS regulations require that the shareholder provide a taxpayer identification number (“TIN”), certify that it is correct, and certify that he, she, or it is not subject to backup withholding. If a shareholder fails to provide a TIN or the proper tax certifications, each Fund is required to withhold 28% of all distributions (including dividends and capital gain distributions) and redemption proceeds paid to the shareholder. Each Fund is also required to begin backup withholding on an account if the IRS instructs it to do so. Amounts withheld may be applied to the shareholder’s federal income tax liability and the shareholder may obtain a refund from the IRS if withholding results in an overpayment of federal income tax for such year.

 

For taxable years beginning after December 31, 2012, an additional 3.8% Medicare tax is imposed on certain net investment income (including ordinary dividends and capital gain distributions received from a Fund and net gains from redemptions or other taxable dispositions of Fund shares) of U.S. individuals, estates and trusts to the extent that such person’s “modified

 

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adjusted gross income” (in the case of an individual) or “adjusted gross income” (in the case of an estate or trust) exceeds a threshold amount.

 

The foregoing discussion relates solely to U.S. federal income tax law as applied to U.S. investors.

 

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Trustees and officers

 

The following are the Trustees and officers of the Trust, together with a brief description of their principal occupations during the last five years (principal occupations for certain Trustees may include periods over five years). As of the date of this SAI, none of the Trustees are “interested persons” of Janus Capital as that term is defined by the 1940 Act.

 

Each Trustee has served in that capacity since he or she was originally elected or appointed. The Trustees do not serve a specified term of office. Each Trustee will hold office until the termination of the Trust or his or her earlier death, resignation, retirement, incapacity, or removal. Under the Funds’ Governance Procedures and Guidelines, the policy is for Trustees to retire no later than the end of the calendar year in which the Trustee turns 72. The Trustees review the Funds’ Governance Procedures and Guidelines from time to time and may make changes they deem appropriate. The Funds’ Nominating and Governance Committee will consider nominees for the position of Trustee recommended by shareholders. Shareholders may submit the name of a candidate for consideration by the Committee by submitting their recommendations to the Trust’s Secretary. Each Trustee is currently a Trustee of one other registered investment company advised by Janus Capital: Janus Aspen Series. As of the date of this SAI, collectively, the two registered investment companies consist of 58 series or funds.

 

The Trust’s officers are elected annually by the Trustees for a one-year term. Certain officers also serve as officers of Janus Aspen Series. Certain officers of the Funds may also be officers and/or directors of Janus Capital. Fund officers receive no compensation from the Funds, except for the Funds’ Chief Compliance Officer, as authorized by the Trustees.

 

                               
                               
TRUSTEES
Name, Address,
and Age
    Positions
Held with
the Trust
    Length of
Time Served
    Principal Occupations
During the Past Five Years
    Number of
Portfolios/Funds
in Fund Complex
Overseen by
Trustee
    Other Directorships
Held by Trustee
During the Past Five Years
                               
Independent Trustees
                               
William F. McCalpin
151 Detroit Street
Denver, CO 80206
DOB: 1957
    Chairman

Trustee
    1/08-Present

6/02-Present
    Chief Executive Officer, Imprint Capital (impact investment firm) (since 2013), and Managing Director, Holos Consulting LLC (provides consulting services to foundations and other nonprofit organizations). Formerly, Executive Vice President and Chief Operating Officer of The Rockefeller Brothers Fund (a private family foundation) (1998-2006).     58     Chairman of the Board and Director of The Investment Fund for Foundations Investment Program (TIP) (consisting of 2 funds), and Director of the F.B. Heron Foundation (a private grantmaking foundation).
                               
Alan A. Brown
151 Detroit Street
Denver, CO 80206
DOB: 1962
    Trustee     1/13-Present     Managing Director, Institutional Markets, of Dividend Capital Group (private equity real estate investment management firm) (since 2012). Formerly, Executive Vice President and Co-Head, Global Private Client Group (2007-2010), Executive Vice President, Mutual Funds (2005-2007), and Chief Marketing Officer (2001-2005) of Nuveen Investments, Inc. (asset management).     58     Director of MotiveQuest LLC (strategic social market research company) (since 2003), and Director of WTTW (PBS affiliate) (since 2003). Formerly, Director of Nuveen Global Investors LLC (2007-2011); Director of Communities in Schools (2004-2010); and Director of Mutual Fund Education Alliance (until 2010).
                               

 

90

  

                               
                               
TRUSTEES
                               



Name, Address,
and Age
    Positions
Held with
the Trust
    Length of
Time Served
    Principal Occupations
During the Past Five Years
    Number of
Portfolios/Funds
in Fund Complex
Overseen by
Trustee
    Other Directorships
Held by Trustee
During the Past Five Years
                               
Independent Trustees (cont’d.)
                               
William D. Cvengros
151 Detroit Street
Denver, CO 80206
DOB: 1948
    Trustee     1/11-Present     Managing Member and Chief Executive Officer of SJC Capital, LLC (a personal investment company and consulting firm) (since 2002). Formerly, Venture Partner for The Edgewater Funds (a middle market private equity firm) (2002-2004); Chief Executive Officer and President of PIMCO Advisors Holdings L.P. (a publicly traded investment management firm) (1994-2000); and Chief Investment Officer of Pacific Life Insurance Company (a mutual life insurance and annuity company) (1987-1994).     58     Managing Trustee of National Retirement Partners Liquidating Trust (since 2013). Formerly, Chairman, National Retirement Partners, Inc. (formerly a network of advisors to 401(k) plans) (2005-2013); Director of Prospect Acquisition Corp. (a special purpose acquisition corporation) (2007-2009); Director of RemedyTemp, Inc. (temporary help services company) (1996-2006); and Trustee of PIMCO Funds Multi-Manager Series (1990-2000) and Pacific Life Variable Life & Annuity Trusts (1987-1994).
                               
James T. Rothe
151 Detroit Street
Denver, CO 80206
DOB: 1943
    Trustee     1/97-Present     Co-founder and Managing Director of Roaring Fork Capital SBIC, L.P. (SBA SBIC fund focusing on private investment in public equity firms), and Professor Emeritus of Business of the University of Colorado, Colorado Springs, CO (since 2004). Formerly, Professor of Business of the University of Colorado (2002-2004), and Distinguished Visiting Professor of Business (2001-2002) of Thunderbird (American Graduate School of International Management), Glendale, AZ.     58     Formerly, Director of Red Robin Gourmet Burgers, Inc. (RRGB) (2004-2014).
                               

 

91

  

                               
                               
TRUSTEES
                               



Name, Address,
and Age
    Positions
Held with
the Trust
    Length of
Time Served
    Principal Occupations
During the Past Five Years
    Number of
Portfolios/Funds
in Fund Complex
Overseen by
Trustee
    Other Directorships
Held by Trustee
During the Past Five Years
                               
Independent Trustees (cont’d.)
                               
William D. Stewart
151 Detroit Street
Denver, CO 80206
DOB: 1944
    Trustee     6/84-Present     Retired. Formerly, Corporate Vice President and General Manager of MKS Instruments – HPS Products, Boulder, CO (a manufacturer of vacuum fittings and valves) and PMFC Division, Andover, MA (manufacturing pressure measurement and flow products) (1976-2012).     58     None
                               
Linda S. Wolf
151 Detroit Street
Denver, CO 80206
DOB: 1947
    Trustee     11/05-Present     Retired. Formerly, Chairman and Chief Executive Officer of Leo Burnett (Worldwide) (advertising agency) (2001-2005).     58     Director of Chicago Community Trust (Regional Community Foundation), Chicago Council on Global Affairs, The Field Museum of Natural History (Chicago, IL), InnerWorkings (U.S. provider of print procurement solutions to corporate clients), Lurie Children’s Hospital (Chicago, IL), Rehabilitation Institute of Chicago, Walmart, and Wrapports, LLC (digital communications company). Formerly, Director of Chicago Convention & Tourism Bureau (until 2014).
                               
Trustee Consultant
                               
Raudline Etienne
151 Detroit Street
Denver, CO 80206
DOB: 1965
    Consultant     6/14-Present     Senior Vice President, Albright Stonebridge Group LLC (global strategy firm) (since 2011). Formerly, Deputy Comptroller and Chief Investment Officer, New York State Common Retirement Fund (public pension fund) (2008-2011).     N/A     None
                               

 

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OFFICERS
                   


Name, Address,
and Age
    Positions Held with the Trust     Term of
Office* and
Length of
Time Served
    Principal Occupations
During the Past Five Years
                   
Christopher H. Diaz
151 Detroit Street
Denver, CO 80206
DOB: 1974
    Executive Vice President and Co-Portfolio Manager
Janus Global Bond Fund
    5/11-Present     Portfolio Manager for other Janus accounts. Formerly, Portfolio Manager for ING (2000-2011).
                   
John Kerschner
151 Detroit Street
Denver, CO 80206
DOB: 1967
    Executive Vice President and Co-Portfolio Manager Janus Multi-Sector Income Fund     2/14-Present     Research Analyst for Janus Capital.
                   
John Lloyd
151 Detroit Street
Denver, CO 80206
DOB: 1975
    Executive Vice President and Co-Portfolio Manager Janus Multi-Sector Income Fund     2/14-Present     Research Analyst for Janus Capital.
                   
Seth Meyer
151 Detroit Street
Denver, CO 80206
DOB: 1976
    Executive Vice President and Co-Portfolio Manager Janus Multi-Sector Income Fund     2/14-Present     Research Analyst for Janus Capital.
                   
Mayur Saigal
151 Detroit Street
Denver, CO 80206
DOB: 1975
    Executive Vice President and Co-Portfolio Manager
Janus Real Return Fund
    10/13-Present     Research Analyst for Janus Capital.
                   
Gibson Smith
151 Detroit Street
Denver, CO 80206
DOB: 1968
    Executive Vice President and Co-Portfolio Manager
Janus High-Yield Fund

Executive Vice President and Co-Portfolio Manager
Janus Flexible Bond Fund

Executive Vice President and Co-Portfolio Manager
Janus Short-Term Bond Fund

Executive Vice President and Co-Portfolio Manager
Perkins Value Plus Income Fund

Executive Vice President and Co-Portfolio Manager
Janus Global Bond Fund

Executive Vice President and Co-Portfolio Manager
Janus Real Return Fund
    12/03-Present


5/07-Present


7/10-Present


7/10-Present


12/10-Present


5/11-Present
    Chief Investment Officer Fixed Income and Executive Vice President of Janus Capital; Director of Perkins Investment Management LLC; and Portfolio Manager for other Janus accounts. Formerly, Executive Vice President of Janus Distributors LLC and Janus Services LLC (2007-2013).
                   

  

 *  Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

 

93

  

                   
                   
OFFICERS
                   


Name, Address,
and Age
    Positions Held with the Trust     Term of
Office* and
Length of
Time Served
    Principal Occupations
During the Past Five Years
                   
Darrell Watters
151 Detroit Street
Denver, CO 80206
DOB: 1963
    Executive Vice President and Co-Portfolio Manager
Janus Flexible Bond Fund

Executive Vice President and Co-Portfolio Manager
Janus Short-Term Bond Fund

Executive Vice President and Co-Portfolio Manager
Janus High-Yield Fund

Executive Vice President and Co-Portfolio Manager
Perkins Value Plus Income Fund

Executive Vice President and Co-Portfolio Manager
Janus Global Bond Fund

Executive Vice President and Co-Portfolio Manager
Janus Real Return Fund
    5/07-Present


5/07-Present


7/08-Present


7/10-Present


12/10-Present


10/12-Present
    Vice President of Janus Capital and Portfolio Manager for other Janus accounts.
                   
Stephanie Grauerholz
151 Detroit Street
Denver, CO 80206
DOB: 1970
    Chief Legal Counsel and Secretary

Vice President
    1/06-Present

3/06-Present
    Vice President and Assistant General Counsel of Janus Capital and Vice President and Assistant Secretary of Janus Distributors LLC.
                   
Bruce L. Koepfgen
151 Detroit Street
Denver, CO 80206
DOB: 1952
    President and Chief Executive Officer     7/14-Present     President of Janus Capital Group Inc. and Janus Capital Management LLC (since August 2013); Executive Vice President and Director of Janus International Holding LLC (since August 2011); Executive Vice President of Janus Distributors LLC and Janus Services LLC (since July 2011); Executive Vice President and Working Director of INTECH Investment Management LLC (since July 2011); Executive Vice President and Director of Perkins Investment Management LLC (since July 2011); and Executive Vice President and Director of Janus Management Holdings Corporation (since May 2011). Formerly, Executive Vice President of Janus Capital Group Inc. and Janus Capital Management LLC (May 2011-July 2013); Chief Financial Officer of Janus Capital Group Inc., Janus Capital Management LLC, Janus Distributors LLC, Janus Management Holdings Corporation, and Janus Services LLC (July 2011-July 2013); and Co-Chief Executive Officer of Allianz Global Investors Management Partners and Chief Executive Officer of Oppenheimer Capital (2003-2009).
                   

 

 *  Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

 

94

  

                   
                   
OFFICERS
                   


Name, Address,
and Age
    Positions Held with the Trust     Term of
Office* and
Length of
Time Served
    Principal Occupations
During the Past Five Years
                   
David R. Kowalski
151 Detroit Street
Denver, CO 80206
DOB: 1957
    Vice President, Chief Compliance Officer, and
Anti-Money Laundering Officer
    6/02-Present     Senior Vice President and Chief Compliance Officer of Janus Capital, Janus Distributors LLC, and Janus Services LLC; Vice President of INTECH Investment Management LLC and Perkins Investment Management LLC; and Director of The Janus Foundation.
                   
Jesper Nergaard
151 Detroit Street
Denver, CO 80206
DOB: 1962
    Chief Financial Officer

Vice President, Treasurer, and Principal Accounting Officer
    3/05-Present

2/05-Present
    Vice President of Janus Capital and Janus Services LLC.
                   

 

 *  Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

 

As discussed below, the Board’s Nominating and Governance Committee is responsible for identifying and recommending candidates for nomination or election by the Board based on a variety of diverse criteria. In its most recent evaluation of the qualifications of each Trustee in 2012, the Committee and the Board considered the totality of the information available to them, including the specific experience, qualifications, attributes or skills, as noted below, and concluded that each of the Trustees should serve as members of the Board of Trustees based on the Trust’s business structure. In reaching these conclusions, the Committee and the Board, in the exercise of their reasonable business judgment, evaluated each Trustee based on his or her specific experience, qualifications, attributes and/or skills on an individual basis and in combination with the other Trustees, none of which by itself was considered dispositive.

 

Alan A. Brown: Service as Executive Vice President and as Chief Marketing Officer of a leading investment management firm, a corporate and fund director, and as an executive with a private equity real estate investment management firm, and a Fund Independent Trustee since 2013.

 

William D. Cvengros: Service as Chief Executive Officer and President of a leading publicly traded investment management firm, Chief Investment Officer of a major life insurance company, a corporate and fund director, and in various capacities with private investment firms, and a Fund Independent Trustee since 2011.

 

William F. McCalpin: Service as Chief Operating Officer of a large private family foundation, Chairman and Director of an unaffiliated fund complex, and a Fund Independent Trustee since 2002 and Independent Chairman of the Board of Trustees since 2008.

 

James T. Rothe: Co-founder and Managing Director of a private investment firm, former business school professor, service as a corporate director, and a Fund Independent Trustee since 1997.

 

William D. Stewart: Service as a corporate vice president of a NASDAQ-listed industrial manufacturer and a Fund Independent Trustee since 1984.

 

Linda S. Wolf: Service as Chairman and Chief Executive Officer of a global advertising firm, service on multiple corporate and nonprofit boards, and a Fund Independent Trustee since 2005.

 

General Information Regarding the Board of Trustees and Leadership Structure

The Trust is governed by the Board of Trustees, which is responsible for and oversees the management and operations of the Trust and each of the Janus funds on behalf of fund shareholders. Each member of the Board is an Independent Trustee, including the Board’s Chairman. The Board’s responsibilities include, but are not limited to, oversight of the Janus funds’ officers and service providers, including Janus Capital, which is responsible for the Trust’s day-to-day operations. The Trustees approve all of the agreements entered into with the Janus funds’ service providers, including the investment management agreements with Janus Capital and any applicable subadviser. The Trustees are also responsible for determining or changing each Janus fund’s investment objective(s), policies, and available investment techniques, as well as for overseeing the fund’s Chief Compliance Officer. In carrying out these responsibilities, the Trustees are assisted by the Trust’s independent auditor (who reports directly to the Trust’s Audit Committee), independent counsel, an independent fee consultant, a Trustee

 

95

  

consultant, and other specialists as appropriate, all of whom are selected by the Trustees. The Trustees also meet regularly without representatives of Janus Capital or its affiliates present.

 

The Trustees discharge their responsibilities collectively as a Board, as well as through Board committees, each of which operates pursuant to a Board-approved charter that delineates the specific responsibilities of that committee. For example, the Board as a whole is responsible for oversight of the annual process by which the Board considers and approves each fund’s investment advisory agreement with Janus Capital, but specific matters related to oversight of the Janus funds’ independent auditors have been delegated by the Board to its Audit Committee, subject to approval of the Audit Committee’s recommendations by the Board. The members and responsibilities of each Board committee are summarized below. In addition to serving on certain committees, the Chairman of the Board (“Board Chairman”) is responsible for presiding at all meetings of the Board, and has other duties as may be assigned by the Trustees from time to time. The Board Chairman also serves as the Board’s liaison to Janus Capital with respect to all matters related to the Janus funds that are not otherwise delegated to the chair of a Board committee. The Board has determined that this leadership structure is appropriate based on (1) the number of Janus funds overseen and the various investment objectives of those funds; (2) the manner in which the Janus funds’ shares are marketed and distributed; and (3) the responsibilities entrusted to Janus Capital and its affiliates to oversee the Trust’s day-to-day operations, including the management of each Janus fund’s holdings and the distribution of fund shares. On an annual basis, the Board conducts a self-evaluation that considers, among other matters, whether the Board and its committees are functioning effectively and whether, given the size and composition of the Board and each of its committees, the Trustees are able to oversee effectively the number of Janus funds in the complex.

 

Committees of the Board

 

The Board of Trustees has six standing committees that each perform specialized functions: an Audit Committee, Brokerage Committee, Investment Oversight Committee, Legal and Regulatory Committee, Nominating and Governance Committee, and Pricing Committee. The table below shows the committee members as of the date of this SAI. The composition of certain committees was different throughout the fiscal year. Each committee is comprised entirely of Independent Trustees. Information about each committee’s functions is provided in the following table:

 

                   
                   
      Summary of Functions     Members
(Independent Trustees)
    Number of
Meetings

Held During Last
Fiscal Year Ended
June 30, 2014
                   
Audit Committee     Reviews the financial reporting process, the system of internal controls over financial reporting, disclosure controls and procedures, Form N-CSR filings, and the audit process. The Committee’s review of the audit process includes, among other things, the appointment, compensation, and oversight of the Trust’s independent auditor and preapproval of all audit and nonaudit services.     William D. Cvengros (Chair)
William D. Stewart
    4
                   
Brokerage Committee     Reviews and makes recommendations regarding matters related to the Trust’s use of brokerage commissions and placement of portfolio transactions.     Alan A. Brown (Chair)
James T. Rothe
William D. Stewart
    4
                   
Investment Oversight
Committee
    Oversees the investment activities of the Trust’s funds and reviews various matters related to the operations of the Janus money market funds, including compliance with their Money Market Fund Procedures.     William F. McCalpin (Chair)
Alan A. Brown
William D. Cvengros(1)
James T. Rothe
William D. Stewart
Linda S. Wolf
    5
                   
Legal and Regulatory
Committee
    Oversees compliance with various procedures adopted by the Trust, reviews certain regulatory filings made with the SEC, and oversees the implementation and administration of the Trust’s Proxy Voting Guidelines.     Linda S. Wolf (Chair)
Alan A. Brown
William F. McCalpin
    9
                   

 

(1)  Mr. Cvengros serves as the Lead Trustee for money market matters.

 

96

  

                   
                   
      Summary of Functions     Members
(Independent Trustees)
    Number of
Meetings

Held During Last
Fiscal Year Ended
June 30, 2014
                   
Nominating and
Governance Committee
    Identifies and recommends individuals for election as Trustee, consults with Management in planning Trustee meetings, and oversees the administration of, and ensures compliance with, the Trust’s Governance Procedures and Guidelines, which includes review of proposed changes to Trustee compensation.     James T. Rothe (Chair)
William F. McCalpin
Linda S. Wolf
    8
                   
Pricing Committee     Determines a fair value of restricted and other securities for which market quotations are not readily available or are deemed not to be reliable, pursuant to procedures adopted by the Trustees and reviews other matters related to the pricing of securities.     William D. Stewart (Chair)
James T. Rothe
Linda S. Wolf
    6
                   

 

Board Oversight of Risk Management

Janus Capital, as part of its responsibilities for the day-to-day operations of the Janus funds, is responsible for day-to-day risk management for the funds. The Board, as part of its overall oversight responsibilities for the Janus funds’ operations, oversees Janus Capital’s risk management efforts with respect to the funds. The Board, in the exercise of its reasonable business judgment, also separately considers potential risks that may impact the Janus funds. The Board discharges its oversight duties and considers potential risks in a number of different ways, including, but not limited to, receiving reports on a regular basis, either directly or through an appropriate committee, from Janus Capital and its officers. Reports received include those from, among others, Janus Capital’s (1) senior managers responsible for oversight of global risk; (2) senior managers responsible for oversight of fund construction and trading risk; (3) Chief Compliance Officer; and (4) Director of Internal Audit. At the time these reports are presented, the Board or the committee receiving the report will, as it deems necessary, invite the presenter to participate in an executive session to discuss matters outside the presence of any other officers or representatives of Janus Capital or its affiliates. The Board also receives reports from other entities and individuals unaffiliated with Janus Capital, including reports from the Janus funds’ other service providers and from independent consultants hired by the Board.

 

Various Board committees also will consider particular risk items as the committee addresses items and issues specific to the jurisdiction of that committee. For example, the Pricing Committee will consider valuation risk as part of its regular oversight responsibilities, and similarly, the Brokerage Committee will consider counterparty risk associated with Janus fund transactions. The Board also may be apprised of particular risk management matters in connection with its general oversight and approval of various Janus fund matters brought before the Board. The Board has appointed a Chief Compliance Officer for the Janus funds (“Fund CCO”) who (1) reports directly to the Board and (2) provides a comprehensive written report annually and presents quarterly at the Board’s regular meetings. The Fund CCO, who also serves as Janus Capital’s Chief Compliance Officer, discusses relevant risk issues that may impact the Janus funds and/or Janus Capital’s services to the funds, and routinely meets with the Board in private without representatives of Janus Capital or its affiliates present. The Fund CCO also provides the Board with updates on the application of the Janus funds’ compliance policies and procedures, including how these procedures are designed to mitigate risk and what, if any, changes have been made to enhance the procedures. The Fund CCO may also report to the Board on an ad hoc basis in the event that he identifies issues associated with the Janus funds’ compliance policies and procedures that could expose the funds to additional risk or adversely impact the ability of Janus Capital to provide services to the funds.

 

The Board believes that its leadership structure permits it to effectively discharge its oversight responsibilities with respect to the Janus funds’ risk management process.

 

Additional Information About Trustees

Under the Trust’s Governance Procedures and Guidelines, the Trustees are expected to invest in one or more (but not necessarily all) funds advised by Janus Capital for which they serve as Trustee, to the extent they are directly eligible to do so. These investments may include amounts held under a deferred compensation plan that are valued based on “shadow investments” in such funds. Such investments, including the amount and which funds, are dictated by each Trustee’s individual financial circumstances and investment goals.

 

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As of December 31, 2013, the Trustees owned securities of the Funds described in this SAI in the dollar range shown in the following table. The last column of the table reflects each Trustee’s aggregate dollar range of securities of all mutual funds advised by Janus Capital and overseen by the Trustees (collectively, the “Janus Funds”).

 

                 
                 
 Name of Trustee     Dollar Range of Equity Securities in the Funds     Aggregate Dollar Range of Equity
Securities in All Registered Investment
Companies Overseen by Trustee in Janus
Funds
                 
 Independent Trustees
                 
 William F. McCalpin     Janus Short-Term Bond Fund   $10,001-$50,000     Over $100,000   
      Perkins Mid Cap Value Fund   $10,001-$50,000      
      Perkins Value Plus Income Fund   $10,001-$50,000      
                 
 Alan A. Brown     None         Over $100,000   
                 
 William D. Cvengros     Janus Flexible Bond Fund   Over $100,000     Over $100,000   
                 
 James T. Rothe     Janus Flexible Bond Fund   Over $100,000     Over $100,000(1)
      Perkins Mid Cap Value Fund   $10,001-$50,000      
                 
 William D. Stewart     INTECH U.S. Core Fund   $10,001-$50,000     Over $100,000   
      Janus Flexible Bond Fund   $1-$10,000      
                 
 Linda S. Wolf     Janus Flexible Bond Fund   Over $100,000     Over $100,000(1)
                 

 

(1)  Ownership shown includes amounts held under a deferred compensation plan that are valued based on “shadow investments” in one or more funds.

 

The Trust pays each Independent Trustee an annual retainer plus a fee for each regular in-person meeting of the Trustees attended, a fee for in-person meetings of committees attended if convened on a date other than that of a regularly scheduled meeting, and a fee for telephone meetings of the Trustees and committees. In addition, committee chairs and the Chairman of the Board of Trustees receive an additional supplemental retainer. Each current Independent Trustee also receives fees from other Janus funds for serving as Trustee of those funds. Janus Capital pays persons who are directors, officers, or employees of Janus Capital or any affiliate thereof, or any Trustee considered an “interested” Trustee, for their services as Trustees or officers. The Trust and other funds managed by Janus Capital may pay all or a portion of the compensation and related expenses of the Funds’ Chief Compliance Officer and compliance staff, as authorized from time to time by the Trustees.

 

The following table shows the aggregate compensation paid to each Independent Trustee by the Funds described in this SAI and all Janus Funds for the periods indicated. None of the Trustees receives any pension or retirement benefits from the Funds or the Janus Funds. Effective January 1, 2006, the Trustees established a deferred compensation plan under which the Trustees may elect to defer receipt of all, or a portion, of the compensation they earn for their services to the Funds, in lieu of receiving current payments of such compensation. Any deferred amount is treated as though an equivalent dollar amount has been invested in shares of one or more funds advised by Janus Capital (“shadow investments”).

 

                 
    Aggregate   Total
    Compensation from   Compensation from
    the Funds for   the Janus Funds for
    fiscal year ended   calendar year ended
Name of Person, Position   June 30, 2014(1)   December 31, 2013(2)(3)
 Independent Trustees                
                 
 William F. McCalpin, Chairman and Trustee(4)(5)   $ 94,209     $ 382,000  
                 
 Alan A. Brown, Trustee(5)   $ 64,584     $ 277,000  
                 
 William D. Cvengros, Trustee(5)   $ 68,959     $ 278,750  
                 
 James T. Rothe, Trustee(5)   $ 70,518     $ 300,000  
                 
 William D. Stewart, Trustee(5)   $ 68,149     $ 267,000  
                 
 Linda S. Wolf, Trustee(5)   $ 69,868     $ 294,000  
                 
 Trustee Consultant                
                 
 Raudline Etienne(6)     N/A       N/A  
                 

 

(1) Janus Multi-Sector Income Fund commenced operations on February 28, 2014. The aggregate compensation paid by the Fund is estimated for its first full fiscal year, July 1, 2014 through June 30, 2015, as follows: William F. McCalpin $95; Alan A. Brown $69; William D. Cvengros $69; Raudline Etienne, Trustee consultant, $66; James T. Rothe $75; William D. Stewart $67; and Linda S. Wolf $73.
(2) For all Trustees, includes compensation for service on the boards of two Janus trusts comprised of 56 portfolios.

 

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(3)  Total Compensation received from the Janus Funds includes any amounts deferred under the deferred compensation plan. The deferred compensation amounts for the year are as follows: James T. Rothe $300,000.
(4)  Aggregate Compensation received from the Funds and Total Compensation received from all Janus Funds includes additional compensation paid for service as Independent Chairman of the Board of Trustees.
(5)  Aggregate Compensation received from the Funds and Total Compensation received from all Janus Funds includes additional compensation paid for service as chair of, or as lead Trustee for, one or more committees of the Board of Trustees during certain periods.
(6)  Raudline Etienne was appointed consultant to the Trustees effective June 2, 2014. During the fiscal year ended June 30, 2014, Ms. Etienne received aggregate compensation of $11,000 from the Funds for serving as an independent consultant to the Trustees. Shareholders of the Funds are expected to be asked to elect Ms. Etienne as a Trustee at a future shareholder meeting.

 

JANUS INVESTMENT PERSONNEL

 

Other Accounts Managed

To the best knowledge of the Trust, the following table provides information relating to other accounts managed by the portfolio managers as of June 30, 2014. For any co-managed Fund or account, the assets reflect total Fund assets. No accounts included in the totals listed below have a performance-based advisory fee.

 

                             
        Other Registered   Other Pooled    
        Investment   Investment    
        Companies   Vehicles   Other Accounts
Christopher H. Diaz    Number of Other Accounts Managed     7       None       None  
    Assets in Other Accounts Managed   $ 1,854,023,888       None       None  
John Kerschner   Number of Other Accounts Managed     None       None       None  
    Assets in Other Accounts Managed     None       None       None  
John Lloyd   Number of Other Accounts Managed     None       None       None  
    Assets in Other Accounts Managed     None       None       None  
Seth Meyer   Number of Other Accounts Managed     None       None       None  
    Assets in Other Accounts Managed     None       None       None  
Mayur Saigal   Number of Other Accounts Managed     None       None       None  
    Assets in Other Accounts Managed     None       None       None  
Gibson Smith   Number of Other Accounts Managed     19       None       39  
    Assets in Other Accounts Managed   $ 21,185,049,768       None     $ 5,179,556,428  
Darrell Watters   Number of Other Accounts Managed     12       None       39  
    Assets in Other Accounts Managed   $ 5,907,957,656       None     $ 5,179,556,428  
                             

 

Material Conflicts

As shown in the table above, certain portfolio managers may manage other accounts with investment strategies similar to the Funds. Those other accounts may include other Janus funds, private-label mutual funds for which Janus Capital serves as subadviser, and separately managed accounts or other pooled investment vehicles, such as hedge funds, which may have materially higher fees than a Fund or may have a performance-based management fee. As such, fees earned by Janus Capital may vary among these accounts. In addition, the portfolio managers may personally invest in some but not all of these accounts, and certain of these accounts may have a greater impact on their compensation than others. Certain portfolio managers may also have roles as research analysts for one or more Janus funds and receive compensation with respect to the analyst role. These factors could create conflicts of interest because a portfolio manager may have incentives to favor certain accounts over others, resulting in the potential for other accounts outperforming a Fund. A conflict may also exist if a portfolio manager identifies a limited investment opportunity that may be appropriate for more than one account, but a Fund is not able to take full advantage of that opportunity due to the need to allocate that opportunity among multiple accounts. In addition, the portfolio manager may execute transactions for another account that may adversely impact the value of securities held by the Fund. However, Janus Capital believes that these conflicts may be mitigated to a certain extent by the fact that accounts with like investment strategies managed by a particular portfolio manager are generally managed in a similar fashion, subject to a variety of exceptions, for example, to account for particular investment restrictions or policies applicable only to certain accounts, certain portfolio holdings that may be transferred in-kind when an account is opened, differences in cash flows and account sizes, and similar factors. In addition, Janus Capital has adopted trade allocation procedures that govern allocation of securities among various Janus accounts. Trade allocation and personal trading are described in further detail under “Additional Information About Janus Capital and the Subadvisers.”

 

Janus Capital is the adviser to the Funds and the Janus “funds of funds,” which are funds that invest primarily in other Janus Capital mutual funds. Because Janus Capital is the adviser to the Janus “funds of funds” and the Funds, it is subject to certain

 

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potential conflicts of interest when allocating the assets of a Janus “fund of funds” among such Funds. For example, the Janus “funds of funds” investments have been and may continue to be a significant portion of the investments in other Janus funds, allowing Janus Capital the opportunity to recoup expenses it previously waived or reimbursed for a Fund, or to reduce the amount of seed capital investment needed by Janus Capital for the Janus funds. In addition, the Janus “funds of funds” portfolio managers, Enrique Chang, who also serves as Chief Investment Officer Equities and Asset Allocation of Janus Capital, and Ashwin Alankar, who also serves as Senior Vice President and Head of Asset Allocation and Risk Management of Janus Capital, each have regular and continuous access to information regarding the holdings of the Funds, as well as knowledge of, and potential impact on, investment strategies and techniques of the Funds. In order to help mitigate potential conflicts of interest in the selection of underlying funds, the portfolio managers utilize the Janus Global Allocation Committee to provide input with regard to both broad asset class allocations and underlying fund allocation decisions. Moreover, the Janus Global Allocation Committee seeks input from investment professionals across the Janus Capital/INTECH/Perkins complex who are believed to have specialized knowledge in their respective asset classes. Finally, the Janus Global Allocation Committee utilizes various qualitative and quantitative methods to help ensure that fund selection is consistent with both the portfolio managers’ and the Janus Global Allocation Committee’s intent with regard to desired investment exposures. Janus Capital believes this additional allocation review structure helps mitigate potential conflicts of interest in fund selection and allocation decisions. The Janus Global Risk Committee also analyzes various risks and conflicts relating to the Janus “funds of funds” and other Janus Capital mutual funds.

 

Compensation Information

The following describes the structure and method of calculating a portfolio manager’s compensation as of June 30, 2014.

 

The portfolio managers and co-portfolio managers (if applicable), (“portfolio manager” or “portfolio managers”) are compensated for managing a Fund and any other funds, portfolios, or accounts for which they have exclusive or shared responsibilities (collectively, the “Managed Funds”) through two components: fixed compensation and variable compensation.

 

Fixed Compensation: Fixed compensation is paid in cash and is comprised of an annual base salary. The base salary is based on factors such as individual and Managed Funds’ performance, the complexity of managing funds, scope of responsibility (including assets under management), skills, knowledge, experience, ability, and market competitiveness.

 

Variable Compensation: Variable compensation is paid in the form of cash and long-term incentive awards (consisting of a mixture of JCGI restricted stock and a cash-deferred award that is credited with income, gains, and losses based on the performance of Janus mutual fund investments selected by the portfolio manager).

 

A portfolio manager’s variable compensation is discretionary and is determined by Janus Capital management. The overall investment team variable compensation pool is funded by an amount equal to a percentage of Janus Capital’s operating income before the payment of incentive compensation. In determining individual awards, both quantitative and qualitative factors are considered. Such factors include, among other things, consistent short-term and long-term fund performance (i.e., one-, three-, and five-year performance), client support and investment team support through the sharing of ideas, leadership, development, mentoring, and teamwork.

 

Newly hired portfolio managers may have guaranteed minimum compensation levels for limited periods. Portfolio managers who take on new responsibilities or who are transitioning or have transitioned their responsibilities may also have guaranteed minimum compensation levels for limited periods.

 

Portfolio managers may elect to defer payment of a designated percentage of their fixed compensation and/or up to all of their variable compensation in accordance with JCGI’s Executive Income Deferral Program.

 

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INTECH INVESTMENT PERSONNEL

 

Other Accounts Managed

To the best knowledge of the Trust, the following table provides information relating to other accounts managed by the investment personnel as of June 30, 2014. For any co-managed Fund or account, the assets reflect total Fund assets. To the extent that any of the accounts pay advisory fees based on account performance, information on those accounts is separately listed.

 

                             
        Other Registered   Other Pooled    
        Investment   Investment    
        Companies   Vehicles(1)   Other Accounts(2)
Adrian Banner   Number of Other Accounts Managed     12       34       184  
    Assets in Other Accounts Managed   $ 3,334,442,056     $ 9,159,138,936     $ 36,040,790,540  
Vassilios Papathanakos    Number of Other Accounts Managed     12       34       184  
    Assets in Other Accounts Managed   $ 3,334,442,056     $ 9,159,138,936     $ 36,040,790,540  
Joseph W. Runnels   Number of Other Accounts Managed     12       34       184  
    Assets in Other Accounts Managed   $ 3,334,442,056     $ 9,159,138,936     $ 36,040,790,540  
Phillip Whitman   Number of Other Accounts Managed     12       34       184  
    Assets in Other Accounts Managed   $ 3,334,442,056     $ 9,159,138,936     $ 36,040,790,540  
                             

 

(1) Two of the accounts included in the totals, consisting of $296,859,410 of the total assets in the category, have performance-based advisory fees.
(2) Fifty-two of the accounts included in the totals, consisting of $13,336,545,221 of the total assets in the category, have performance-based advisory fees.

 

Material Conflicts

As shown in the table above, the INTECH Funds’ investment personnel may manage other accounts with investment strategies similar to the Funds. Fees earned by the adviser may vary among these accounts, the investment personnel may personally invest in some but not all of these accounts, and certain of these accounts may have a greater impact on the investment personnel’s compensation than others. These factors could create conflicts of interest because the investment personnel may have incentives to favor certain accounts over others, resulting in the potential for other accounts outperforming the Funds. A conflict may also exist if the investment personnel identifies a limited investment opportunity that may be appropriate for more than one account, but a Fund is not able to take full advantage of that opportunity due to the need to allocate that opportunity among multiple accounts. In addition, the investment personnel may execute transactions for another account that may adversely impact the value of securities held by the Funds. However, INTECH believes that these conflicts may be mitigated to a certain extent by the fact that accounts with like investment strategies managed by the investment personnel are generally managed in a similar fashion, subject to a variety of exceptions, for example, to account for particular investment restrictions or policies applicable only to certain accounts, certain portfolio holdings that may be transferred in-kind when an account is opened, differences in cash flows and account sizes, and similar factors. In addition, INTECH generates regular daily trades for all of its clients using proprietary trade system software. Trades are submitted to designated brokers in a single electronic file at one time during the day, pre-allocated to individual clients. If an order is not completely filled, executed shares are allocated to client accounts in proportion to the order. These procedures are described in further detail under “Additional Information About Janus Capital and the Subadvisers.”

 

Compensation Information

 

The compensation structure of the investment personnel is determined by INTECH and is summarized by INTECH below. The following describes the structure and method of calculating the investment personnel’s compensation.

 

For managing the Funds and all other accounts, the investment personnel receive base pay in the form of a fixed annual salary paid by INTECH, which is not based on performance or assets of the Funds or other accounts. The investment personnel are also eligible for annual incentive compensation as determined by INTECH, which is not based on performance or assets of the Funds or other accounts, rather, it is based on overall corporate performance and individual contribution. The investment personnel, as part owners of INTECH, also receive compensation by virtue of their ownership interest in INTECH.

 

The investment personnel may elect to defer payment of a designated percentage of their fixed compensation and/or up to all of their variable compensation in accordance with JCGI’s Executive Income Deferral Program.

 

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PERKINS INVESTMENT PERSONNEL

 

Other Accounts Managed

To the best knowledge of the Trust, the following table provides information relating to other accounts managed by the portfolio managers as of June 30, 2014. For any co-managed Fund or account, the assets reflect total Fund assets. To the extent that any of the accounts pay advisory fees based on account performance, information on those accounts is separately listed.

 

                             
        Other Registered   Other Pooled    
        Investment   Investment    
        Companies   Vehicles   Other Accounts
Jeffrey R. Kautz   Number of Other Accounts Managed     1 (1)     None       7  
    Assets in Other Accounts Managed   $ 147,108,292       None     $ 839,661,670  
Alec Perkins   Number of Other Accounts Managed     1       1       2  
    Assets in Other Accounts Managed   $ 478,354,012     $ 10,538,741     $ 49,247,492  
Robert H. Perkins   Number of Other Accounts Managed     1       None       121  
    Assets in Other Accounts Managed   $ 91,239,592       None     $ 386,530,293  
Thomas M. Perkins   Number of Other Accounts Managed     3 (1)     1       11  
    Assets in Other Accounts Managed   $ 688,433,526     $ 10,538,741     $ 995,261,795  
Kevin Preloger   Number of Other Accounts Managed     2 (1)     None       15  
    Assets in Other Accounts Managed   $ 210,079,514       None     $ 962,712,006  
Tom Reynolds   Number of Other Accounts Managed     1       None       3  
    Assets in Other Accounts Managed   $ 91,239,592       None     $ 34,000,480  
Theodore M. Thome    Number of Other Accounts Managed     None       None       None  
    Assets in Other Accounts Managed     None       None       None  
Justin Tugman   Number of Other Accounts Managed     2       1       5  
    Assets in Other Accounts Managed   $ 569,593,604     $ 10,538,741     $ 83,247,972  
                             

 

(1) One of the accounts included in the total, consisting of $147,108,292 of the total assets in the category, has a performance-based advisory fee.

 

Material Conflicts

As shown in the table above, the Value Funds’ portfolio managers may manage other funds and accounts with investment strategies similar to the Funds. Fees earned by the adviser may vary among these accounts, the portfolio managers may personally invest in some but not all of these accounts, and certain of these accounts may have a greater impact on the portfolio managers’ compensation than others. These factors could create conflicts of interest because a portfolio manager may have incentives to favor certain accounts over others, resulting in the potential for other accounts outperforming the Funds. A conflict may also exist if a portfolio manager identifies a limited investment opportunity that may be appropriate for more than one account, but the Funds are not able to take full advantage of that opportunity due to the need to allocate that opportunity among multiple accounts. In addition, the portfolio managers may execute transactions for another account that may adversely impact the value of securities held by the Funds. However, Perkins believes that these conflicts may be mitigated to a certain extent by the fact that accounts with like investment strategies managed by the portfolio managers are generally managed in a similar fashion, subject to a variety of exceptions, for example, to account for particular investment restrictions or policies applicable only to certain accounts, certain portfolio holdings that may be transferred in-kind when an account is opened, differences in cash flows and account sizes, and similar factors. Information regarding Perkins’ trade allocation procedures is described under “Additional Information About Janus Capital and the Subadvisers.”

 

Compensation Information

The following describes the structure and method of calculating a portfolio manager’s compensation as of June 30, 2014.

 

The portfolio managers and co-portfolio managers (“portfolio manager” or “portfolio managers”) are compensated for managing a Fund and any other funds, portfolios, or accounts for which they have exclusive or shared responsibilities (collectively, the “Managed Funds”) through two components: fixed compensation and variable compensation. In addition, certain portfolio managers who have a profits interest in Perkins may receive compensation through those interests.

 

Fixed Compensation: Fixed compensation is paid in cash and is comprised of an annual base salary based on factors such as the complexity of managing funds and other accounts and scope of responsibility (including assets under management).

 

Variable Compensation: Variable compensation is paid in the form of cash and long-term incentive awards (potentially consisting of all or a mixture of JCGI restricted stock and/or a cash-deferred award that is credited with income, gains, and

 

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losses based on the performance of mutual fund investments selected by the portfolio managers). The overall Perkins’ variable compensation pool is funded each year based on Perkins’ profits.

 

From the overall Perkins’ variable compensation pool described above, variable compensation is paid to a portfolio manager at the discretion of Perkins’ management based primarily on the Managed Funds’ performance, with additional discretionary compensation opportunities based upon, among other things: (i) teamwork and support of team culture; (ii) mentoring of analysts; (iii) contributions to the sales process; (iv) client relationships; and (v) if applicable, CIO duties. The size of the variable compensation pool fluctuates depending on both the revenue derived from firm-wide managed assets and the investment performance of such firm-wide managed assets.

 

OWNERSHIP OF SECURITIES

 

As of June 30, 2014, the portfolio managers and/or investment personnel of the Funds beneficially owned securities of the Fund(s) they manage in the dollar range shown in the following table. The last column of the table also reflects each individual’s aggregate beneficial ownership of all mutual funds advised by Janus Capital within the Janus family of funds (collectively, the “Janus Funds”).

 

                 
            Aggregate Dollar Range of Equity
Investment Personnel     Dollar Range of Equity Securities in the Fund(s) Managed     Securities in Janus Funds
 Janus Capital
                 
 Christopher H. Diaz     Janus Global Bond Fund   $100,001-$500,000     $500,001-$1,000,000 
                  
 John Kerschner     Janus Multi-Sector Income Fund   $10,001-$50,000     $100,001-$500,000 
                 
 John Lloyd     Janus Multi-Sector Income Fund   $100,001-$500,000     Over $1,000,000 
                 
 Seth Meyer     Janus Multi-Sector Income Fund   $100,001-$500,000     Over $1,000,000 
                 
 Mayur Saigal     Janus Real Return Fund   None     Over $1,000,000 
                  
 Gibson Smith     Janus Flexible Bond Fund   Over $1,000,000     Over $1,000,000 
      Janus Global Bond Fund   None      
      Janus High-Yield Fund   $500,001-$1,000,000      
      Janus Real Return Fund   None      
      Janus Short-Term Bond Fund   $1-$10,000      
      Perkins Value Plus Income Fund   None      
                 
 Darrell Watters     Janus Flexible Bond Fund   $500,001-$1,000,000     Over $1,000,000 
      Janus Global Bond Fund   None      
      Janus High-Yield Fund   $500,001-$1,000,000      
      Janus Real Return Fund   None      
      Janus Short-Term Bond Fund   $100,001-$500,000      
      Perkins Value Plus Income Fund   None      
                 

 

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            Aggregate Dollar Range of Equity
Investment Personnel     Dollar Range of Equity Securities in the Fund(s) Managed     Securities in Janus Funds
 INTECH
                 
 Adrian Banner     INTECH Global Dividend Fund   None     Over $1,000,000
      INTECH International Fund   $100,001-$500,000      
      INTECH U.S. Core Fund   $500,001-$1,000,000      
      INTECH U.S. Growth Fund   None      
      INTECH U.S. Value Fund   None      
                 
 Vassilios Papathanakos     INTECH Global Dividend Fund   None     Over $1,000,000
      INTECH International Fund   None      
      INTECH U.S. Core Fund   $500,001-$1,000,000      
      INTECH U.S. Growth Fund   None      
      INTECH U.S. Value Fund   None      
                 
 Joseph W. Runnels     INTECH Global Dividend Fund   None     $100,001-$500,000
      INTECH International Fund   None      
      INTECH U.S. Core Fund   $100,001-$500,000      
      INTECH U.S. Growth Fund   None      
      INTECH U.S. Value Fund   None      
                 
 Phillip Whitman     INTECH Global Dividend Fund   None     $100,001-$500,000
      INTECH International Fund   None      
      INTECH U.S. Core Fund   None      
      INTECH U.S. Growth Fund   None      
      INTECH U.S. Value Fund   None      
                 
 Perkins
                 
 Jeffrey R. Kautz     Perkins Mid Cap Value Fund   $500,001-$1,000,000     Over $1,000,000
      Perkins Value Plus Income Fund   Over $1,000,000      
                 
 Alec Perkins     Perkins Select Value Fund   $100,001-$500,000     Over $1,000,000
                 
 Robert H. Perkins     Perkins Select Value Fund   Over $1,000,000     Over $1,000,000
      Perkins Small Cap Value Fund   Over $1,000,000      
                 
 Thomas M. Perkins     Perkins Large Cap Value Fund   Over $1,000,000     Over $1,000,000
      Perkins Mid Cap Value Fund   Over $1,000,000      
                 
 Kevin Preloger     Perkins Large Cap Value Fund   Over $1,000,000     Over $1,000,000
      Perkins Mid Cap Value Fund   Over $1,000,000      
                 
 Tom Reynolds     Perkins Small Cap Value Fund   $100,001-$500,000     Over $1,000,000
                 
 Theodore M. Thome     Perkins Value Plus Income Fund   Over $1,000,000     Over $1,000,000
                 
 Justin Tugman     Perkins Small Cap Value Fund   $500,001-$1,000,000     Over $1,000,000
                 

 

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Principal shareholders

 

As of September 30, 2014, the officers and Trustees as a group owned approximately 9.0% of Class D Shares of Janus Multi-Sector Income Fund, 1.7% of Class T Shares of Janus Multi-Sector Income Fund, 4.9% of Class D Shares of Janus Real Return Fund, 8.9% of Class D Shares of Perkins Large Cap Value Fund, 15.1% of Class I Shares of Perkins Large Cap Value Fund, 2.8% of Class D Shares of Perkins Select Value Fund, 82.7% of Class I Shares of Perkins Select Value Fund, 7.8% of Class D Shares of Perkins Value Plus Income Fund, 38.8% of Class I Shares of Perkins Value Plus Income Fund, and less than 1% of the outstanding Shares of any other class of each of the other Funds in this SAI. In addition, for certain Funds, seed capital is provided through investment funds managed by Janus Capital and/or its affiliates (“affiliated funds”). These affiliated funds may also invest on an ongoing basis in certain Funds. As of September 30, 2014, the percentage ownership of any person or entity owning 5% or more of the outstanding Shares of any class of the Funds is listed below. In addition, the percentage ownership of any person or entity owning 25% or more of the outstanding Shares of any class of the Funds is listed below. Any person who owns, directly or through one or more controlled companies, more than 25% of the voting securities of a company is presumed to “control” such company. Accordingly, to the extent that a person is identified as the beneficial owner of more than 25% of a Fund, or is identified as the record owner of more than 25% of a Fund and has voting and/or investment powers, that person may be presumed to control such Fund. A controlling person’s vote could have a more significant effect on matters presented to shareholders for approval than the vote of other Fund shareholders. In addition, a large redemption by a controlling person could significantly reduce the asset size of a Fund, which may adversely affect the Fund’s investment flexibility, portfolio diversification, and expense ratio.

 

To the best knowledge of the Trust, as of September 30, 2014, no other person or entity owned beneficially more than 5% of the outstanding Shares of any class of the Funds, except as shown. Additionally, to the best knowledge of the Trust, except for Janus Capital’s or JCGI’s ownership in a Fund, no other person or entity beneficially owned 25% or more of the outstanding Shares of any class of the Funds, except as shown. To the extent that Janus Capital or a subadviser to any Fund beneficially owns 25% or more of the outstanding Shares of any class of a Fund, Janus Capital or the subadviser may consider the effect of redemptions on the Fund and the Fund’s other shareholders in deciding whether to redeem its Shares. In certain circumstances, Janus Capital’s or JCGI’s ownership may not represent beneficial ownership. To the best knowledge of the Trust, other entities shown as owning more than 25% of the outstanding Shares of a class of a Fund are not the beneficial owners of such Shares, unless otherwise indicated.

 

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Janus Flexible Bond Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    39.85%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    16.07%  
             
    Pershing LLC
Jersey City, NJ
    12.67%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    10.79%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    8.91%  
             

 

105

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Janus Global Bond Fund
Class A Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    37.97%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    31.81%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    11.92%  
             
    DA Davidson & Co
M.J. Mackay & D.A. Mackay
Great Falls, MT
    5.41%  
             
 Janus High-Yield Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    82.07%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    5.42%  
             
 Janus Multi-Sector Income Fund
Class A Shares
  Janus Capital Group Inc.
Denver, CO
    100% *
             
 Janus Real Return Fund
Class A Shares
  Janus Capital Group Inc.
Denver, CO
    74.49% *
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    19.91%  
             
 Janus Short-Term Bond Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    48.75%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    9.84%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    9.30%  
             
    Pershing LLC
Jersey City, NJ
    8.01%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    5.86%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    5.46%  
             

 

* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

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Fund Name   Shareholder and Address of Record   Percentage Ownership
 INTECH Global Dividend Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    54.90%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    27.13%  
             
    Pershing LLC
Jersey City, NJ
    7.67%  
             
    Robert W Baird & Co Inc.
Account 1624-6811
Milwaukee, WI
    5.82%  
             
 INTECH International Fund
Class A Shares
  Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    77.21%  
             
    Pershing LLC
Jersey City, NJ
    12.89%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    7.53%  
             
 INTECH U.S. Core Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    58.48%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    15.24%  
             
    Pershing LLC
Jersey City, NJ
    9.37%  
             
 INTECH U.S. Growth Fund
Class A Shares
  Hartford Life Insurance Company
Separate Account
Hartford, CT
    18.83%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    18.36%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    9.66%  
             
    Mid Atlantic Trust Company
FBO MG Engineering DPC 401K Profit Sharing Plan & Trust
Pittsburgh, PA
    7.10%  
             
 INTECH U.S. Value Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    37.16%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    19.24%  
             
    Morgan Stanley & Co
Jersey City, NJ
    13.81%  
             
    Pershing LLC
Jersey City, NJ
    10.99%  
             
    State Street Corporation Trustee
FBO ADP Access
Boston, MA
    10.70%  
             

 

107

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Large Cap Value Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    47.58%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    9.62%  
             
    Brown Brothers Harriman & Co
Custodian for 5894159
Jersey City, NJ
    8.49%  
             
    Brown Brothers Harriman & Co
Custodian for 5894092
Jersey City, NJ
    8.02%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    5.82%  
             
 Perkins Mid Cap Value Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    22.17%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    15.80%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    15.72%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    8.02%  
             
    Pershing LLC
Jersey City, NJ
    7.45%  
             
 Perkins Select Value Fund
Class A Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    66.37%  
             
    Pershing LLC
Jersey City, NJ
    32.05%  
             
 Perkins Small Cap Value Fund
Class A Shares
  Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    32.93%  
             
    PIMS/Prudential Retirement
As Nominee for the Ttee/Cust PL 105
Global Imaging Systems
Tampa, FL
    18.92%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    10.28%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    7.72%  
             
    New York Life Trust Company
Parsippany, NJ
    6.57%  
             

 

108

 

 

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Value Plus Income Fund
Class A Shares
  Janus Capital Group Inc.
Denver, CO
    78.65% *
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    7.72%  
             
 Janus Flexible Bond Fund
Class C Shares
  Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    25.80%  
             
    Morgan Stanley & Co
Jersey City, NJ
    21.44%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    13.89%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    9.98%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    5.56%  
             
 Janus Global Bond Fund
Class C Shares
  RBC Capital Markets LLC
Mutual Fund Omnibus
Minneapolis, MN
    23.18%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    12.85%  
             
    Morgan Stanley & Co
Jersey City, NJ
    12.76%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    12.41%  
             
    LPL Financial
A/C 1000-0005
San Diego, CA
    9.02%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    8.47%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    8.34%  
             
    Pershing LLC
Jersey City, NJ
    6.97%  
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

109

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Janus High-Yield Fund
Class C Shares
  Morgan Stanley & Co
Jersey City, NJ
    36.24%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    13.14%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    11.81%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    10.09%  
             
    Pershing LLC
Jersey City, NJ
    8.31%  
             
 Janus Multi-Sector Income Fund
Class C Shares
  Janus Capital Group Inc.
Denver, CO
    97.77% *
             
 Janus Real Return Fund
Class C Shares
  Janus Capital Group Inc.
Denver, CO
    96.70% *
             
 Janus Short-Term Bond Fund
Class C Shares
  Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    20.64%  
             
    Morgan Stanley & Co
Jersey City, NJ
    18.85%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    12.80%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    9.99%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    8.09%  
             
    Pershing LLC
Jersey City, NJ
    5.86%  
             
    LPL Financial
A/C 1000-0005
San Diego, CA
    5.16%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    5.11%  
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

110

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 INTECH Global Dividend Fund
Class C Shares
  Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    26.38%  
             
    LPL Financial
A/C 1000-0005
San Diego, CA
    24.77%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    14.32%  
             
    Robert W Baird & Co Inc.
Account 7286-8830
Milwaukee, WI
    7.15%  
             
 INTECH International Fund
Class C Shares
  Pershing LLC
Jersey City, NJ
    74.61%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    13.15%  
             
    Janus Capital Group Inc.
Denver, CO
    10.07% *
             
 INTECH U.S. Core Fund
Class C Shares
  Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    34.20%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    23.91%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    13.30%  
             
    Morgan Stanley & Co
Jersey City, NJ
    9.95%  
             
    Pershing LLC
Jersey City, NJ
    6.68%  
             
 INTECH U.S. Growth Fund
Class C Shares
  Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    36.57%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    22.69%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    13.94%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    5.53%  
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

111

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 INTECH U.S. Value Fund
Class C Shares
  Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    43.73%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    17.04%  
             
    Morgan Stanley & Co
Jersey City, NJ
    15.41%  
             
    Pershing LLC
Jersey City, NJ
    10.59%  
             
    Robert W Baird & Co Inc.
Account 7303-1524
Milwaukee, WI
    7.75%  
             
 Perkins Large Cap Value Fund
Class C Shares
  American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    17.53%  
             
    Pershing LLC
Jersey City, NJ
    15.56%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    13.23%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    13.22%  
             
    LPL Financial
A/C 1000-0005
San Diego, CA
    6.79%  
             
 Perkins Mid Cap Value Fund
Class C Shares
  Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    20.01%  
             
    Morgan Stanley & Co
Jersey City, NJ
    13.16%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    11.48%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    11.29%  
             
    Pershing LLC
Jersey City, NJ
    7.30%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    7.10%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    5.05%  
             
 Perkins Select Value Fund
Class C Shares
  Pershing LLC
Jersey City, NJ
    55.29%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    40.26%  
             

 

112

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Small Cap Value Fund
Class C Shares
  Morgan Stanley & Co
Jersey City, NJ
    18.59%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    18.25%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    17.30%  
             
    Pershing LLC
Jersey City, NJ
    8.77%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    6.49%  
             
    Raymond James
House Acct Firm #92500015
Omnibus for Mutual Funds
St. Petersburg, FL
    6.26%  
             
    American Enterprise Investment Svc
FBO 41999970
Minneapolis, MN
    5.88%  
             
 Perkins Value Plus Income Fund
Class C Shares
  Janus Capital Group Inc.
Denver, CO
    76.12% *
             
 Janus Multi-Sector Income Fund
Class D Shares
  Janus Capital Group Inc.
Denver, CO
    49.78% *
             
    J.N. Lloyd & J.J. Lloyd
Englewood, CO
    11.58%  
             
 Janus Real Return Fund
Class D Shares
  State St. Bank Cust
Roth IRA J.M. Ketzelman
Houston, TX
    12.75%  
             
    M.L. Hardy & S.C. Hardy
Spring Hill, FL
    6.28%  
             
 Perkins Large Cap Value Fund
Class D Shares
  Thomas M. Perkins & Jamel S. Perkins TR
Perkins Rev Trust
U/A 10/02/1991
San Francisco, CA
    6.97%  
             
 Perkins Select Value Fund
Class D Shares
  State St. Bank Cust
IRA J.A. Frahm
Racine, WI
    7.05%  
             
 Janus Flexible Bond Fund
Class I Shares
  First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    30.78%  
             
    Edward D Jones & Co
For the Benefit of Customers
St. Louis, MO
    29.44%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    10.53%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    6.00%  
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

113

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Janus Global Bond Fund
Class I Shares
  First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    45.02%  
             
    Morgan Stanley & Co
Jersey City, NJ
    24.31%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    11.95%  
             
    RBC Capital Markets LLC
Mutual Fund Omnibus
Minneapolis, MN
    8.27%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    6.74%  
             
 Janus High-Yield Fund
Class I Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    36.61%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    12.94%  
             
    Morgan Stanley & Co
Jersey City, NJ
    11.97%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    9.49%  
             
    JP Morgan Clearing Co
Omnibus Acct
For the Exclusive Benefit of Customers
Brooklyn, NY
    8.14%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    5.05%  
             
 Janus Multi-Sector Income Fund
Class I Shares
  Janus Capital Group Inc.
Denver, CO
    100% *
             
 Janus Real Return Fund
Class I Shares
  Janus Capital Group Inc.
Denver, CO
    93.58% *
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    6.42%  
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

114

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Janus Short-Term Bond Fund
Class I Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    25.15%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    17.63%  
             
    UBS WM USA
0O0 11011 6100
Omni Account M/F
Jersey City, NJ
    11.45%  
             
    Morgan Stanley & Co
Jersey City, NJ
    9.83%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    9.62%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Customers
Reinvest Account
San Francisco, CA
    7.61%  
             
    Pershing LLC
Jersey City, NJ
    6.71%  
             
 INTECH Global Dividend Fund
Class I Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    69.69%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    30.07%  
             
 INTECH International Fund
Class I Shares
  Janus Global Allocation Fund – Growth
INTECH International Omnibus Acct
Denver, CO
    40.42%  
             
    Janus Global Allocation Fund – Moderate
INTECH International Omnibus Acct
Denver, CO
    36.10%  
             
    Janus Global Allocation Fund – Conservative
INTECH International Omnibus Acct
Denver, CO
    19.59%  
             
 INTECH U.S. Core Fund
Class I Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    61.60%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    8.45%  
             
    Minnesota Life Insurance Company
St. Paul, MN
    7.07%  
             
    PIMS/Prudential Ret Plan
Nominee Trustee Custodian
Irving, TX
    5.40%  
             

 

115

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 INTECH U.S. Growth Fund
Class I Shares
  Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    17.92%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    15.02%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    12.75%  
             
    American Dental Association Pension
Chicago, IL
    9.51%  
             
    Enloe Medical Center
Chico, CA
    6.91%  
             
    Janus Global Allocation Fund – Moderate
INTECH U.S. Growth Omnibus Account
Denver, CO
    5.27%  
             
    Janus Global Allocation Fund – Growth
INTECH U.S. Growth Omnibus Account
Denver, CO
    5.22%  
             
 INTECH U.S. Value Fund
Class I Shares
  Janus Global Allocation Fund – Moderate
INTECH U.S. Value Omnibus Account
Denver, CO
    25.66%  
             
    Janus Global Allocation Fund – Growth
INTECH U.S. Value Omnibus Account
Denver, CO
    24.90%  
             
    Janus Global Allocation Fund – Conservative
INTECH U.S. Value Omnibus Account
Denver, CO
    16.36%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    13.53%  
             
    Lincoln Retirement Services Company
FBO Blanchard Valley Hth Sys 403B
Jersey City, NJ
    8.29%  
             
 Perkins Large Cap Value Fund
Class I Shares
  PWMCO, LLC
FBO 101081
Chicago, IL
    23.75%  
             
    PWMCO, LLC
FBO 100042
Chicago, IL
    13.14%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    5.70%  
             
    PWMCO, LLC
FBO 100004
Chicago, LLC
    5.16%  
             

 

116

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Mid Cap Value Fund
Class I Shares
  Edward D Jones & Co
For the Benefit of Customers
St. Louis, MO
    22.92%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    16.28%  
             
    Morgan Stanley & Co
Jersey City, NJ
    10.91%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    7.84%  
             
    Pershing LLC
Jersey City, NJ
    6.56%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    5.76%  
             
 Perkins Select Value Fund
Class I Shares
  PWMCO, LLC
FBO 101081
Chicago, IL
    32.10%  
             
    PWMCO, LLC
FBO 101201
Chicago, IL
    18.46%  
             
    PWMCO, LLC
FBO 100042
Chicago, IL
    6.95%  
             
    PWMCO, LLC
FBO 101150
Chicago, IL
    6.27%  
             
    PWMCO, LLC
FBO 101349
Chicago, IL
    6.12%  
             
 Perkins Small Cap Value Fund
Class I Shares
  JP Morgan Chase Bank As Directed Trustee
For the Super Saver Capital Accumulation Plan
For Employees of Participating AMR Corp Subsidiaries
Overland Park, KS
    24.20%  
             
    First Clearing LLC
Special Custody Acct
For the Exclusive Benefit of Customer
St. Louis, MO
    11.21%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    10.25%  
             
    Merrill Lynch Pierce Fenner & Smith, Inc.
For the Sole Benefit of Customers
Jacksonville, FL
    5.52%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    5.19%  
             

 

117

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Value Plus Income Fund
Class I Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    26.54%  
             
    PWMCO, LLC
FBO 101134
Chicago, IL
    20.05%  
             
    PWMCO, LLC
FBO 101483
Chicago, IL
    13.22%  
             
    PWMCO, LLC
FBO 100175
Chicago, IL
    8.70%  
             
    PWMCO, LLC
FBO 101472
Chicago, IL
    5.62%  
             
 Janus Flexible Bond Fund
Class N Shares
  Vanguard Fiduciary Trust Company
Valley Forge, PA
    28.97%  
             
    JPMorgan Chase Bank NA Custodian
FBO P 06547
Dallas, TX
    13.59%  
             
    JPMorgan Chase Bank NA Cust
FBO P 11436
Dallas, TX
    11.71%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    10.30%  
             
    Janus Global Allocation Fund -- Conservative
Flexible Bond Omnibus Account
Denver, CO
    5.29%  
             
    Charles Schwab & Co Inc.
Special Custody A/C
FBO Customers
San Francisco, CA
    5.16%  
             
Janus High-Yield Fund
Class N Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    72.56%  
             
    Great West Life & Annuity
FBO Variable Annuity 5
Greenwood Village, CO
    21.33%  
             
Janus Multi-Sector Income Fund
Class N Shares
  Janus Capital Group Inc.
Denver, CO
    94.20% *
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    5.80%  
             
Janus Short-Term Bond Fund
Class N Shares
  Janus Global Allocation Fund – Conservative
Short Term Bond Omnibus Account
Denver, CO
    51.46%  
             
    Janus Global Allocation Fund – Moderate
Short Term Bond Omnibus Account
Denver, CO
    34.50%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    10.20%  
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

118

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Large Cap Value Fund
Class N Shares
  Janus Global Allocation Fund – Moderate
Perkins Large Cap Value Omnibus
Denver, CO
    34.29%  
             
    Janus Global Allocation Fund – Growth
Perkins Large Cap Value Omnibus
Denver, CO
    30.46%  
             
    Janus Global Allocation Fund – Conservative
Perkins Large Cap Value Omnibus
Denver, CO
    28.41%  
             
    National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    5.66%  
             
 Perkins Mid Cap Value Fund
Class N Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    41.15%  
             
    MAC & Co
A/C NYPF3016002
FBO NY State Deferred Comp Plan
Pittsburgh, PA
    19.79%  
             
    Minnesota Life Insurance Company
St. Paul, MN
    10.34%  
             
    Great-West Trust Company LLC Ttee
Employee Benefits Clients 401K
Greenwood Village, CO
    7.33%  
             
    Fascore LLC
State of Indiana Trustee
FBO State of Indiana DCP 401K
Greenwood Village, CO
    6.20%  
             
 Perkins Small Cap Value Fund
Class N Shares
  National Financial Services LLC
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    47.38%  
             
    State of Louisiana Trustee
FBO Louisiana Public Employees DCP
Greenwood Village, CO
    11.11%  
             
    Voya Retirement Insurance and Annuity Company
Windsor, CT
    9.89%  
             
    Wells Fargo Bank
FBO Various Retirement Plans
9888888836
Charlotte, NC
    7.83%  
             
 Janus Flexible Bond Fund
Class R Shares
  Merrill Lynch
Jacksonville, FL
    25.68%  
             
    Sammons Financial Network LLC
West Des Moines, IA
    5.35%  
             
 Janus High-Yield Fund
Class R Shares
  Merrill Lynch
Jacksonville, FL
    37.33%  
             
    Fascore LLC
Herbert Yentis & Company Inc. Ttee
Herbert Yentis & Company Inc. 401K
Greenwood Village, CO
    15.95%  
             
    MG Trust Company Cust.
FBO Creative Times, Inc. 401(K) Plan
Denver, CO
    6.50%  
             

 

119

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Mid Cap Value Fund
Class R Shares
  Hartford Life Insurance Co
Separate Account DC IV
Hartford, CT
    12.32%  
             
    Sammons Financial Network LLC
West Des Moines, IA
    10.99%  
             
    State Street Corporation Trustee
FBO ADP Access
Boston, MA
    7.86%  
             
    Merrill Lynch
Jacksonville, FL
    7.32%  
             
 Perkins Small Cap Value Fund
Class R Shares
  State Street Corporation Trustee
FBO ADP Access
Boston, MA
    25.57%  
             
    Merrill Lynch
Jacksonville, FL
    13.57%  
             
    PIMS/Prudential Ret Plan
Nominee Trustee Custodian
Idaho Falls, ID
    13.34%  
             
 Janus Flexible Bond Fund
Class S Shares
  Fascore LLC
Reliance Trust Company
FBO Retirement Plans Serviced by MetLife
Greenwood Village, CO
    51.04%  
             
 Janus Global Bond Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    98.97% *
             
 Janus High-Yield Fund
Class S Shares
  LPL Financial
A/C 1000-0005
San Diego, CA
    36.13%  
             
    DWS Trust Co Ttee
FBO Iridium Satellite 401K Plan
Salem, NH
    17.57%  
             
    DWS Trust Co Ttee
FBO Kettler Retirement Plan
Salem, NH
    10.92%  
             
 Janus Multi-Sector Income Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    97.74% *
             
 Janus Real Return Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    99.43% *
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

120

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Janus Short-Term Bond Fund
Class S Shares
  National Financial Services LLC
For Exclusive Benefit of Our Customers
Jersey City, NJ
    36.22%  
             
    Pershing LLC
Jersey City, NJ
    21.45%  
             
    Frontier Trust Co
FBO Kirst Construction 401K Plan 213
Fargo, ND
    11.35%  
             
    LPL Financial
A/C 1000-0005
San Diego, CA
    9.27%  
             
    Charles Schwab & Co Inc.
Special Custody Account
FBO Institutional Client Accounts
San Francisco, CA
    6.26%  
             
    FIIOC
FBO Shepard Bros Inc. 401K Profit Sharing Plan
Covington, KY
    5.43%  
             
 INTECH Global Dividend Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    85.33% *
             
    Pershing LLC
Jersey City, NJ
    14.67%  
             
 INTECH International Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    100% *
             
 INTECH U.S. Core Fund
Class S Shares
  UMB Bank NA
FBO Fiduciary for Tax Deferred Accounts
Topeka, KS
    42.11%  
             
    UMB Bank NA
FBO Fiduciary for Tax Deferred Accounts
Topeka, KS
    17.32%  
             
    Security Benefit Life Insurance Co
FBO SBL Variable Annuity Acct XIV
Topeka, KS
    12.23%  
             
    Nationwide Trust Company FSB
Columbus, OH
    6.44%  
             
 INTECH U.S. Growth Fund
Class S Shares
  American United Life Insurance Co
Unit Investment Trust
Indianapolis, IN
    61.33%  
             
    American United Life Insurance Co
Group Retirement Annuity
Indianapolis, IN
    11.98%  
             
    Charles Schwab & Co Inc.
Special Custody Account
FBO Institutional Client Accounts
San Francisco, CA
    10.55%  
             
    Frontier Trust Co
FBO Transwood Employees’ Ret Plan 480236
Fargo, ND
    7.62%  
             
 INTECH U.S. Value Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    100% *
             
 Perkins Large Cap Value Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    100% *
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

121

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Mid Cap Value Fund
Class S Shares
  Massachusetts Mutual Life Insurance Company
Springfield, MA
    15.17%  
             
    Great-West Trust Company LLC Ttee
Employee Benefits Clients 401K
Greenwood Village, CO
    10.28%  
             
    Great West Life & Annuity
Greenwood Village, CO
    8.27%  
             
 Perkins Select Value Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    100% *
             
 Perkins Small Cap Value Fund
Class S Shares
  VRSCO
FBO AIGFSB Custodian Trustee
FBO State Univ System of Florida 403B
Houston, TX
    21.64%  
             
    State Street Corporation Trustee
FBO ADP Access
Boston, MA
    16.03%  
             
    Voya Institutional Trust Company
Braintree, MA
    12.65%  
             
    American United Life Insurance Co
Group Retirement Annuity
Indianapolis, IN
    5.00%  
             
 Perkins Value Plus Income Fund
Class S Shares
  Janus Capital Group Inc.
Denver, CO
    99.98% *
             
 Janus Flexible Bond Fund
Class T Shares
  National Financial Services Co
For Exclusive Benefit of Our Customers
Jersey City, NJ
    40.61%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    23.23%  
             
    TD Ameritrade Inc.
For the Exclusive Benefit of Our Clients
Omaha, NE
    12.24%  
             
 Janus Global Bond Fund
Class T Shares
  National Financial Services LLC
For Exclusive Benefit of Our Cust
Jersey City, NJ
    34.85%  
             
    LPL Financial
FBO Customer Accounts
San Diego, CA
    31.11%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    29.75%  
             
 Janus High-Yield Fund
Class T Shares
  National Financial Services LLC
For Exclusive Benefit of Our Customers
Jersey City, NJ
    60.97%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    25.02%  
             
 Janus Multi-Sector Income Fund
Class T Shares
  Janus Capital Group Inc.
Denver, CO
    95.00% *
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

122

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Janus Real Return Fund
Class T Shares
  Janus Capital Group Inc.
Denver, CO
    80.86% *
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    9.25%  
             
    LPL Financial
A/C 1000-0005
San Diego, CA
    8.76%  
             
 Janus Short-Term Bond Fund
Class T Shares
  National Financial Services LLC
For Exclusive Benefit of Our Customers
Jersey City, NJ
    58.56%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    20.62%  
             
    TD Ameritrade Inc.
For the Exclusive Benefit of Our Clients
Omaha, NE
    9.35%  
             
 INTECH Global Dividend Fund
Class T Shares
  LPL Financial
A/C 1000-0005
San Diego, CA
    69.28%  
             
    Vanguard Brokerage Services
Account 6946-6856
Valley Forge, PA
    10.25%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    8.69%  
             
 INTECH International Fund
Class T Shares
  LPL Financial
A/C 1000-0005
San Diego, CA
    83.00%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    14.40%  
             
 INTECH U.S. Core Fund
Class T Shares
  Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    45.51%  
             
    National Financial Services Co
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    33.72%  
             
 INTECH U.S. Growth Fund
Class T Shares
  Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    93.85%  
             
 INTECH U.S. Value Fund
Class T Shares
  Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    96.59%  
             
* This ownership represents seed capital that Janus Capital or an affiliate provided for the Fund.

 

123

  

             
Fund Name   Shareholder and Address of Record   Percentage Ownership
 Perkins Large Cap Value Fund
Class T Shares
  National Financial Services LLC
For Exclusive Benefit of Our Customers
Jersey City, NJ
    43.24%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    23.83%  
             
    LPL Financial
A/C 1000-0005
San Diego, CA
    13.25%  
             
 Perkins Mid Cap Value Fund
Class T Shares
  National Financial Svcs Corp
For the Exclusive Benefit of Our Customers
Jersey City, NJ
    38.98%  
             
    Charles Schwab & Co Inc.
Reinvest Account
San Francisco, CA
    31.64%  
             
    Pershing LLC
Jersey City, NJ
    5.04%  
             
 Perkins Select Value Fund
Class T Shares
  National Financial Services LLC
For Exclusive Benefit of Our Cust
Jersey City, NJ
    50.71%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    44.94%  
             
 Perkins Small Cap Value Fund
Class T Shares
  National Financial Services Co
For Exclusive Benefit of Our Customers
Jersey City, NJ
    33.52%  
             
    Charles Schwab & Co Inc.
Reinvest Account
San Francisco, CA
    31.23%  
             
 Perkins Value Plus Income Fund
Class T Shares
  National Financial Services LLC
For Exclusive Benefit of Our Cust
Jersey City, NJ
    42.35%  
             
    Charles Schwab & Co Inc.
Exclusive Benefit of Our Customers
Reinvest Account
San Francisco, CA
    22.76%  
             
    LPL Financial
A/C 1000-0005
San Diego, CA
    19.24%  
             

 

124

  

Miscellaneous information

 

Each Fund is a series of the Trust, an open-end management investment company registered under the 1940 Act and organized as a Massachusetts business trust on February 11, 1986. As of the date of this SAI, the Trust offers 46 series of shares, known as “Funds.” Each Fund presently offers interests in different classes of shares as described in the table below.

 

    Class A   Class C   Class D   Class I   Class L   Class N   Class R   Class S   Class T
Fund Name   Shares   Shares   Shares   Shares   Shares   Shares   Shares   Shares   Shares
INTECH Global Dividend Fund     x       x       x       x                               x       x  
INTECH International Fund(1)     x       x               x                               x       x  
INTECH U.S. Core Fund(1)(2)     x       x       x       x               x               x       x  
INTECH U.S. Growth Fund(1)     x       x               x                               x       x  
INTECH U.S. Value Fund(1)     x       x               x               x               x       x  
Janus Asia Equity Fund     x       x       x       x                               x       x  
Janus Balanced Fund(1)(2)     x       x       x       x               x       x       x       x  
Janus Contrarian Fund(1)(2)     x       x       x       x                       x       x       x  
Janus Diversified Alternatives Fund     x       x       x       x               x               x       x  
Janus Emerging Markets Fund     x       x       x       x                               x       x  
Janus Enterprise Fund(1)(2)     x       x       x       x               x       x       x       x  
Janus Flexible Bond Fund(1)(2)     x       x       x       x               x       x       x       x  
Janus Forty Fund(1)     x       x               x               x       x       x       x  
Janus Fund(1)(2)     x       x       x       x               x       x       x       x  
Janus Global Allocation Fund – Conservative(2)     x       x       x       x                               x       x  
Janus Global Allocation Fund – Growth(2)     x       x       x       x                               x       x  
Janus Global Allocation Fund – Moderate(2)     x       x       x       x                               x       x  
Janus Global Bond Fund     x       x       x       x               x               x       x  
Janus Global Life Sciences Fund(2)     x       x       x       x                               x       x  
Janus Global Real Estate Fund(1)     x       x       x       x                               x       x  
Janus Global Research Fund(2)     x       x       x       x                       x       x       x  
Janus Global Select Fund(1)(2)     x       x       x       x                       x       x       x  
Janus Global Technology Fund(2)     x       x       x       x                               x       x  
Janus Global Unconstrained Bond Fund     x       x       x       x               x               x       x  
Janus Government Money Market Fund(2)                     x                                               x  
Janus Growth and Income Fund(1)(2)     x       x       x       x                       x       x       x  
Janus High-Yield Fund(1)(2)     x       x       x       x               x       x       x       x  
Janus International Equity Fund(1)     x       x       x       x               x       x       x       x  
Janus Money Market Fund(2)                     x                                               x  
Janus Multi-Sector Income Fund     x       x       x       x               x               x       x  
Janus Overseas Fund(1)(2)     x       x       x       x               x       x       x       x  
Janus Preservation Series – Global     x       x       x       x                               x       x  
Janus Preservation Series – Growth     x       x       x       x                               x       x  
Janus Real Return Fund     x       x       x       x                               x       x  
Janus Research Fund(2)     x       x       x       x               x               x       x  
Janus Short-Term Bond Fund(2)     x       x       x       x               x               x       x  
Janus Triton Fund(1)(2)     x       x       x       x               x       x       x       x  
Janus Twenty Fund(2)                     x                                               x  
Janus Venture Fund(2)     x       x       x       x               x               x       x  
Perkins Global Value Fund(2)     x       x       x       x               x               x       x  
Perkins International Value Fund     x       x       x       x               x               x       x  
Perkins Large Cap Value Fund(1)     x       x       x       x               x               x       x  
Perkins Mid Cap Value Fund(1)(2)     x       x       x       x       x       x       x       x       x  
Perkins Select Value Fund     x       x       x       x                               x       x  

 

125

  

    Class A   Class C   Class D   Class I   Class L   Class N   Class R   Class S   Class T
Fund Name   Shares   Shares   Shares   Shares   Shares   Shares   Shares   Shares   Shares
Perkins Small Cap Value Fund(1)(2)     x       x       x       x       x       x       x       x       x  
Perkins Value Plus Income Fund     x       x       x       x                               x       x  
                                                                         

(1)  On July 6, 2009, the funds of the Janus Adviser Series trust reorganized into the Trust. As a result, certain Funds described in this SAI assumed the assets and liabilities of the corresponding Janus Adviser Series funds. The Funds involved in the reorganizations previously had a fiscal year end of either October 31 or July 31. Each Fund described in this SAI has a fiscal year end of June 30.
(2)  On February 16, 2010, the Fund’s Class J Shares (the initial share class) were restructured into two separate share classes. Shareholders who held their shares directly with Janus Capital were transitioned to a newly created share class called “Class D Shares.” Shareholders who held their shares through an intermediary remained in Class J Shares, which was renamed “Class T Shares.”

 

Any funds listed in the preceding table that are not marked with footnote (1) or (2) commenced operations after July 6, 2009.

 

Effective January 28, 2011, Janus Research Core Fund was reorganized into Janus Growth and Income Fund. Effective March 15, 2013, Janus Global Research Fund was reorganized into Janus Worldwide Fund, which was subsequently renamed Janus Global Research Fund. Effective April 5, 2013, Janus World Allocation Fund was reorganized into Janus Global Allocation Fund – Moderate.

 

Janus Capital reserves the right to the name “Janus.” In the event that Janus Capital does not continue to provide investment advice to the Funds, the Funds must cease to use the name “Janus” as soon as reasonably practicable.

 

Under Massachusetts law, shareholders of the Funds could, under certain circumstances, be held liable for the obligations of their Fund. However, the Amended and Restated Agreement and Declaration of Trust disclaims shareholder liability for acts or obligations of the Funds and requires that notice of this disclaimer be given in each agreement, obligation, or instrument entered into or executed by the Funds or the Trustees. The Amended and Restated Agreement and Declaration of Trust also provides for indemnification from the assets of the Funds for all losses and expenses of any Fund shareholder held liable for the obligations of their Fund. Thus, the risk of a shareholder incurring a financial loss on account of their liability as a shareholder of one of the Funds is limited to circumstances in which their Fund would be unable to meet its obligations. The possibility that these circumstances would occur is remote. The Trustees intend to conduct the operations of the Funds to avoid, to the extent possible, liability of shareholders for liabilities of their Fund.

 

It is important to know that, pursuant to the Trust’s Amended and Restated Agreement and Declaration of Trust, the Trustees have the authority to merge, liquidate, and/or reorganize a Fund into another fund without seeking shareholder vote or consent. Any such consolidation, merger, or reorganization may be authorized at any time by a vote of a majority of the Trustees then in office.

 

SHARES OF THE TRUST

 

The Trust is authorized to issue an unlimited number of shares of beneficial interest with a par value of one cent per share for each series of the Trust. Shares of each series of the Trust are fully paid and nonassessable when issued. Shares of a Fund participate equally in dividends and other distributions by the Shares of the same class of that Fund, and in residual assets of that class of that Fund in the event of liquidation. Shares of each Fund have no preemptive, conversion, or subscription rights. Shares of each Fund may be transferred by endorsement or stock power as is customary, but a Fund is not bound to recognize any transfer until it is recorded on its books.

 

SHAREHOLDER MEETINGS

 

The Trust does not intend to hold annual or regular shareholder meetings unless otherwise required by the Amended and Restated Agreement and Declaration of Trust or the 1940 Act. Special meetings may be called for a specific Fund or for the Trust as a whole for purposes such as changing fundamental policies, electing or removing Trustees, making any changes to the Amended and Restated Agreement and Declaration of Trust that would materially adversely affect shareholders’ rights, determining whether to bring certain derivative actions, or for any other purpose requiring a shareholder vote under applicable law or the Trust’s governing documents, or as the Trustees consider necessary or desirable.

 

Under the Amended and Restated Agreement and Declaration of Trust, special meetings of shareholders of the Trust or of any Fund shall be called subject to certain conditions, upon written request of shareholders owning shares representing at least

 

126

  

10% of the shares then outstanding. The Funds will assist these shareholders in communicating with other shareholders in connection with such a meeting similar to that referred to in Section 16(c) of the 1940 Act.

 

VOTING RIGHTS

 

The Trustees of the Trust were elected at a Special Meeting of Shareholders on June 10, 2010 (excluding Messrs. Cvengros and Brown, who were subsequently appointed). Under the Amended and Restated Agreement and Declaration of Trust, each Trustee will continue in office until the termination of the Trust or his or her earlier death, retirement, resignation, incapacity, or removal. Vacancies will be filled by appointment by a majority of the remaining Trustees, subject to the 1940 Act.

 

As a shareholder, you are entitled to one vote for each whole dollar and a proportionate fractional vote for each fractional dollar of NAV of the Fund that you own. Generally, all funds and classes vote together as a single group, except where a separate vote of one or more funds or classes is required by law or where the interests of one or more funds or classes are affected differently from other funds or classes. Shares of all series of the Trust have noncumulative voting rights, which means that the holders of more than 50% of the value of shares of all series of the Trust voting for the election of Trustees can elect 100% of the Trustees if they choose to do so. In such event, the holders of the remaining value of shares will not be able to elect any Trustees.

 

MASTER/FEEDER OPTION

 

The Trust may in the future seek to achieve a fund’s objective by investing all of that fund’s assets in another investment company having the same investment objective and substantially the same investment policies and restrictions as those applicable to that fund. Unless otherwise required by law, this policy may be implemented by the Trustees without shareholder approval.

 

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

PricewaterhouseCoopers LLP, 1900 16th Street, Suite 1600, Denver, Colorado 80202, the Independent Registered Public Accounting Firm for the Funds, audits the Funds’ annual financial statements and compiles their tax returns.

 

REGISTRATION STATEMENT

 

The Trust has filed with the SEC, Washington, D.C., a Registration Statement under the 1933 Act with respect to the securities to which this SAI relates. If further information is desired with respect to the Funds or such securities, reference is made to the Registration Statement and the exhibits filed as a part thereof.

 

127

  

Financial statements

 

DOCUMENTS INCORPORATED BY REFERENCE TO THE JANUS FUNDS’ FIXED INCOME & MONEY
MARKET, MATHEMATICAL, AND VALUE ANNUAL REPORTS OF JANUS INVESTMENT FUND
(AUDITED)
 

 

The following audited financial statements for the period ended June 30, 2014 are hereby incorporated into this SAI by

reference to the Annual Reports dated June 30, 2014, as applicable.

 

Schedules of Investments as of June 30, 2014

 

Statements of Assets and Liabilities as of June 30, 2014

 

Statements of Operations for the fiscal period ended June 30, 2014

 

Statements of Changes in Net Assets for the fiscal period ended June 30, 2014

 

Financial Highlights for each of the periods indicated

 

Notes to Financial Statements

 

Report of Independent Registered Public Accounting Firm

 

The portions of the Annual Report that are not specifically listed above are not incorporated by reference into this SAI and are not part of the Registration Statement.

 

128

  

Appendix A

 

EXPLANATION OF RATING CATEGORIES

 

The following is a description of credit ratings issued by three of the major credit rating agencies. Credit ratings evaluate only the safety of principal and interest payments, not the market value risk of lower quality securities. Credit rating agencies may fail to change credit ratings to reflect subsequent events on a timely basis. Although Janus Capital and Perkins consider security ratings when making investment decisions, they also perform their own investment analyses and do not rely solely on the ratings assigned by credit agencies.

 

STANDARD & POOR’S RATINGS SERVICES

 

     
Bond Rating   Explanation
 
Investment Grade    
AAA   Highest rating; extremely strong capacity to pay principal and interest.
AA   High quality; very strong capacity to pay principal and interest.
A   Strong capacity to pay principal and interest; somewhat more susceptible to the adverse effects of changing circumstances and economic conditions.
BBB   Adequate capacity to pay principal and interest; normally exhibit adequate protection parameters, but adverse economic conditions or changing circumstances more likely to lead to a weakened capacity to pay principal and interest than for higher rated bonds.
Non-Investment Grade    
BB   Less vulnerable to nonpayment than other speculative issues; major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to the obligor’s inadequate capacity to meet its financial commitment on the obligation.
B   More vulnerable to nonpayment than obligations rated “BB,” but capacity to meet its financial commitment on the obligation; adverse business, financial, or economic conditions will likely impair the obligor’s capacity or willingness to meet its financial commitment on the obligation.
CCC   Currently vulnerable to nonpayment, and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitment on the obligation.
CC   Currently highly vulnerable to nonpayment.
C   Currently highly vulnerable to nonpayment; a bankruptcy petition may have been filed or similar action taken, but payments on the obligation are being continued.
D   In default.

 

129

  

FITCH, INC.

 

     
Long-Term Bond Rating   Explanation
 
Investment Grade    
AAA   Highest credit quality. Denotes the lowest expectation of credit risk. Exceptionally strong capacity for payment of financial commitments.
AA   Very high credit quality. Denotes expectations of very low credit risk. Very strong capacity for payment of financial commitments.
A   High credit quality. Denotes expectations of low credit risk. Strong capacity for payment of financial commitments. May be more vulnerable to changes in circumstances or in economic conditions than is the case for higher ratings.
BBB   Good credit quality. Currently expectations of low credit risk. Capacity for payment of financial commitments is considered adequate, but adverse changes in circumstances and economic conditions are more likely to impair this capacity than is the case for higher ratings.
Non-Investment Grade    
BB   Speculative. Indicates possibility of credit risk developing, particularly as the result of adverse economic change over time. Business or financial alternatives may be available to allow financial commitments to be met.
B   Highly speculative. May indicate distressed or defaulted obligations with potential for extremely high recoveries.
CCC   May indicate distressed or defaulted obligations with potential for superior to average levels of recovery.
CC   May indicate distressed or defaulted obligations with potential for average or below-average levels of recovery.
C   May indicate distressed or defaulted obligations with potential for below-average to poor recoveries.
D   In default.

 

     
Short-Term Bond Rating   Explanation
 
F-1+   Exceptionally strong credit quality. Issues assigned this rating are regarded as having the strongest degree of assurance for timely payment.
F-1   Very strong credit quality. Issues assigned this rating reflect an assurance for timely payment only slightly less in degree than issues rated F-1+.
F-2   Good credit quality. Issues assigned this rating have a satisfactory degree of assurance for timely payments, but the margin of safety is not as great as the F-1+ and F-1 ratings.

 

MOODY’S INVESTORS SERVICE, INC.

 

     
Bond Rating   Explanation
 
Investment Grade    
Aaa   Highest quality, smallest degree of investment risk.
Aa   High quality; together with Aaa bonds, they compose the high-grade bond group.
A   Upper to medium-grade obligations; many favorable investment attributes.
Baa   Medium-grade obligations; neither highly protected nor poorly secured. Interest and principal appear adequate for the present but certain protective elements may be lacking or may be unreliable over any great length of time.
Non-Investment Grade    
Ba   More uncertain, with speculative elements. Protection of interest and principal payments not well safeguarded during good and bad times.
B   Lack characteristics of desirable investment; potentially low assurance of timely interest and principal payments or maintenance of other contract terms over time.
Caa   Poor standing, may be in default; elements of danger with respect to principal or interest payments.
Ca   Speculative in a high degree; could be in default or have other marked shortcomings.
C   Lowest rated; extremely poor prospects of ever attaining investment standing.

 

130

  

Unrated securities will be treated as non-investment grade securities unless the portfolio managers and/or investment personnel determine that such securities are the equivalent of investment grade securities. When calculating the quality assigned to securities that receive different ratings from two or more agencies (“split-rated securities”), the security will receive: (i) the middle rating from the three reporting agencies if three agencies provide a rating for the security or (ii) the lowest rating if only two agencies provide a rating for the security.

 

131
 

 

 

 

janus.com

 

151 Detroit Street

Denver, Colorado 80206-4805

1-877-335-2687

 

 
 

 

annual report  

June 30, 2014  

Janus Mathematical Funds

 

 

 

INTECH Global Dividend Fund

INTECH International Fund

INTECH U.S. Core Fund

INTECH U.S. Growth Fund

INTECH U.S. Value Fund

 

highlights 

   
•  Portfolio management perspective
•  Investment strategy behind your fund
•  Fund performance, characteristics and holdings

 

 

 
  

 

Table of Contents

  

            Janus Mathematical Funds

Management Commentaries and Schedules of Investments    
INTECH Global Dividend Fund   1
INTECH International Fund   10
INTECH U.S. Core Fund   20
INTECH U.S. Growth Fund   30
INTECH U.S. Value Fund   40
Notes to Schedules of Investments and Other Information   50
Statements of Assets and Liabilities   54
Statements of Operations   58
Statements of Changes in Net Assets   60
Financial Highlights   64
Notes to Financial Statements   80
Report of Independent Registered Public Accounting Firm   95
Additional Information   96
Useful Information About Your Fund Report   107
Designation Requirements   110
Trustees and Officers   111

 

 

 

INTECH Global Dividend Fund (unaudited)

 

             
FUND SNAPSHOT
We believe we can add value using natural stock price volatility through a mathematically-based, risk-managed process. We do not pick individual stocks or forecast their excess returns, but use natural stock price volatility and correlation characteristics to attempt to generate an excess return. Essentially, we adjust the capitalization weights of a benchmark portfolio to potentially more efficient combinations.
          Managed by
INTECH Investment
Management LLC

 

PERFORMANCE OVERVIEW

 

For the 12-month period ended June 30, 2014, INTECH Global Dividend Fund’s Class I Shares returned 22.09%. This compares to the 24.05% return posted by the MSCI World Index, the Fund’s primary benchmark, for the same time period. The Fund’s secondary benchmark, the MSCI World High Dividend Yield Index, returned 23.04%.

 

INVESTMENT STRATEGY

 

INTECH’s mathematical investing process seeks to build a more efficient portfolio than its benchmark, with returns in excess of the index while maintaining benchmark-like risk. The process does not attempt to predict the direction of the market, nor does it have a view of any particular company in the portfolio. Instead, it employs a proprietary optimization process to build portfolios with the potential to outperform the index by capturing stocks’ natural volatility.

 

Within specific risk controls, INTECH’s disciplined mathematical process establishes target proportional weightings for stocks in the portfolio as a result of an optimization routine. Once the weights are determined and the portfolio is constructed, it is rebalanced and re-optimized on a periodic basis. By limiting the distance any one stock position can deviate from its benchmark weight, INTECH’s process attempts to manage the relative risk of the portfolio. We believe that instituting an investment process aimed at providing consistent, positive excess returns at benchmark-like risk, will allow us to meet our investors’ objectives while minimizing the risk of significant underperformance relative to the benchmark.

 

PERFORMANCE REVIEW

 

Relative volatility, which refers to stocks moving in relation to one another and to an index, was fairly stable over the past 12 months. This environment tends to be conducive to INTECH’s investment process.

 

An overall decrease in market diversity over the past 12 months reflected a change in the distribution of capital, in which larger cap stocks outperformed smaller cap stocks on average. The Fund, which tends to overweight smaller cap stocks as they provide more relative volatility capture potential, faced a headwind from the overall decrease in market diversity over the period.

 

The Fund’s active sector positioning tends to vary over time and is a function of the volatility and correlation characteristics of the underlying stocks. The Fund’s overweight allocation to the industrials sector contributed to the Fund’s return over the period. However, an underweight to the best-performing energy sector detracted.

 

In INTECH’s history, which spans more than 27 years, we have experienced periods of both underperformance and outperformance relative to the benchmark. From our perspective, the key is to keep periods of underperformance both short in duration and mild in scope. INTECH aims to achieve excess returns over the long term and we believe the Fund remains well positioned for long-term growth of capital and income.

 

OUTLOOK

 

Going forward, we will continue building portfolios in a disciplined and deliberate manner, with risk management remaining the hallmark of our investment process. While we may experience short periods of underperformance, we seek to exceed the benchmark over a three- to five-year time horizon. As INTECH’s ongoing research efforts yield modest improvements, we will continue implementing changes that we believe are likely to improve the long-term results for our clients.

 

Thank you for your investment in INTECH Global Dividend Fund.

 

Janus Mathematical Funds | 1

 

 
 

 

INTECH Global Dividend Fund (unaudited)

  

INTECH Global Dividend Fund At A Glance

5 Largest Equity Holdings – (% of Net Assets) 

 

As of June 30, 2014

 

AstraZeneca PLC
Pharmaceuticals
    2.3%  
Lockheed Martin Corp.
Aerospace & Defense
    2.3%  
Teva Pharmaceutical Industries, Ltd.
Pharmaceuticals
    1.8%  
Lorillard, Inc.
Tobacco
    1.6%  
Raytheon Co.
Aerospace & Defense
    1.6%  
         
      9.6%  

 

Asset Allocation – (% of Net Assets)

 

As of June 30, 2014

 

 

Top Country Allocations – Long Positions (% of Investment Securities) 

 

As of June 30, 2014

 

 

As of June 30, 2013

 

 

2 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

Performance

 

 

 

                   
Average Annual Total Return – for the periods ended June 30, 2014     Expense Ratios – per the October 28, 2013 prospectuses
    One   Since     Total Annual Fund   Net Annual Fund
    Year   Inception*     Operating Expenses   Operating Expenses
                   
INTECH Global Dividend Fund – Class A Shares                  
                   
NAV   21.79%   16.85%     2.69%   0.77%
                   
MOP   14.77%   14.16%          
                   
INTECH Global Dividend Fund – Class C Shares                  
                   
NAV   20.83%   15.98%     3.50%   1.50%
                   
CDSC   19.83%   15.98%          
                   
INTECH Global Dividend Fund – Class D Shares(1)   21.92%   16.89%     2.57%   0.65%
                   
INTECH Global Dividend Fund – Class I Shares   22.09%   17.15%     2.45%   0.52%
                   
INTECH Global Dividend Fund – Class S Shares   21.99%   16.88%     2.96%   1.00%
                   
INTECH Global Dividend Fund – Class T Shares   21.84%   16.93%     2.69%   0.75%
                   
MSCI World IndexSM   24.05%   20.69%          
                   
MSCI World High Dividend Yield Index   23.04%   18.35%          
                   
Morningstar Quartile – Class I Shares   3rd   4th          
                   
Morningstar Ranking – based on total returns for World Stock Funds   654/1,127   724/931          
                   

 

Returns quoted are past performance and do not guarantee future results; current performance may be lower or higher. Investment returns and principal value will vary; there may be a gain or loss when shares are sold. For the most recent month-end performance call 877.33JANUS(52687) (or 800.525.3713 if you hold shares directly with Janus Capital) or visit janus.com/advisor/mutual-funds (or janus.com/allfunds if you hold shares directly with Janus Capital).

 

Maximum Offering Price (MOP) returns include the maximum sales charge of 5.75%. Net Asset Value (NAV) returns exclude this charge, which would have reduced returns.

 

CDSC returns include a 1% contingent deferred sales charge (CDSC) on Shares redeemed within 12 months of purchase. NAV returns exclude this charge, which would have reduced returns.

 

See important disclosures on the next page.

 

Janus Mathematical Funds | 3

 

 
 

 

INTECH Global Dividend Fund (unaudited)

 

Net expense ratios reflect the expense waiver, if any, Janus Capital has contractually agreed to through November 1, 2014.

 

 

The proprietary mathematical process used by INTECH Investment Management LLC (“INTECH”) may not achieve the desired results. The rebalancing techniques used by the Fund may result in a higher portfolio turnover rate, higher expenses and potentially higher net taxable gains or losses compared to a “buy and hold” or index fund strategy.

 

A Fund’s performance may be affected by risks that include those associated with nondiversification, non-investment grade debt securities, high-yield/high-risk securities, undervalued or overlooked companies, investments in specific industries or countries and potential conflicts of interest. Additional risks to a Fund may also include, but are not limited to, those associated with investing in foreign securities, emerging markets, initial public offerings, real estate investment trusts (REITs), derivatives, short sales, commodity-linked investments and companies with relatively small market capitalizations. Each Fund has different risks. Please see a Janus prospectus for more information about risks, Fund holdings and other details.

 

Foreign securities are subject to additional risks including currency fluctuations, political and economic uncertainty, increased volatility and differing financial and information reporting standards, all of which are magnified in emerging markets.

 

Until three years from inception, Janus Capital may recover expenses previously waived or reimbursed if the expense ratio falls below certain limits.

 

The Fund will normally invest at least 80% of its net assets, measured at the time of purchase, in the type of securities described by its name.

 

Returns include reinvestment of all dividends and distributions and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemptions of Fund shares. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.

 

Ranking is for the share class shown only; other classes may have different performance characteristics. When an expense waiver is in effect, it may have a material effect on the total return, and therefore the ranking for the period.

 

© 2014 Morningstar, Inc. All Rights Reserved.

 

There is no assurance that the investment process will consistently lead to successful investing.

 

See Notes to Schedules of Investments and Other Information for index definitions.

 

The weighting of securities within the Fund’s portfolio may differ significantly from the weightings within the index. The index is unmanaged and not available for direct investment; therefore its performance does not reflect the expenses associated with the active management of an actual portfolio.

 

See “Useful Information About Your Fund Report.”

     
*   The Fund’s inception date – December 15, 2011
(1)   Closed to new investors.

 

4 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

Expense Examples

 

 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, such as sales charges (loads) on purchase payments (applicable to Class A Shares only); and (2) ongoing costs, including management fees; distribution and shareholder servicing (12b-1) fees; administrative services fees payable pursuant to the Transfer Agency Agreement; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The example is based upon an investment of $1,000 invested at the beginning of the period and held for the six-months indicated, unless noted otherwise in the table and footnotes below.

 

Actual Expenses

The information in the table under the heading “Actual” provides information about actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the appropriate column for your share class under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

 

Hypothetical Example for Comparison Purposes

The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based upon the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. 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 the 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. Additionally, for an analysis of the fees associated with an investment in any share class or other similar funds, please visit www.finra.org/fundanalyzer.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. These fees are fully described in the Fund’s prospectuses. Therefore, the hypothetical examples are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

                                                             
        Hypothetical        
    Actual   (5% return before expenses)        
    Beginning   Ending   Expenses   Beginning   Ending   Expenses        
    Account   Account   Paid During   Account   Account   Paid During   Net Annualized    
    Value   Value   Period   Value   Value   Period   Expense Ratio    
    (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14 - 6/30/14)    
 
 
Class A Shares   $1,000.00   $1,066.50   $4.25   $1,000.00   $1,020.68   $4.16   0.83%    
 
 
Class C Shares   $1,000.00   $1,062.50   $8.13   $1,000.00   $1,016.91   $7.95   1.59%    
 
 
Class D Shares   $1,000.00   $1,067.50   $3.38   $1,000.00   $1,021.52   $3.31   0.66%    
 
 
Class I Shares   $1,000.00   $1,067.90   $2.72   $1,000.00   $1,022.17   $2.66   0.53%    
 
 
Class S Shares   $1,000.00   $1,069.40   $1.74   $1,000.00   $1,023.11   $1.71   0.34%    
 
 
Class T Shares   $1,000.00   $1,067.60   $3.43   $1,000.00   $1,021.47   $3.36   0.67%    
 
 

     
  Expenses Paid During Period are equal to the Net Annualized Expense Ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses in the examples include the effect of applicable fee waivers and/or expense reimbursements, if any. Had such waivers and/or reimbursements not been in effect, your expenses would have been higher. Please refer to the Notes to Financial Statements or the Fund’s prospectuses for more information regarding waivers and/or reimbursements.

 

Janus Mathematical Funds | 5

 

 
 

 

INTECH Global Dividend Fund

 

Schedule of Investments

 

As of June 30, 2014 

                     
Shares   Value      
 
Common Stock – 98.8%            
Aerospace & Defense – 5.1%            
  18,051     BAE Systems PLC   $ 133,717      
  18,649     Cobham PLC     99,661      
  2,800     Lockheed Martin Corp.      450,044      
  3,500     Raytheon Co.      322,875      
  11,000     Singapore Technologies Engineering, Ltd.      33,531      
                     
              1,039,828      
Air Freight & Logistics – 0.2%            
  9,805     Toll Holdings, Ltd.      47,145      
Auto Components – 0.9%            
  1,156     Cie Generale des Etablissements Michelin     138,116      
  994     Nokian Renkaat Oyj     38,788      
                      
              176,904      
Automobiles – 1.1%            
  1,000     Daihatsu Motor Co., Ltd.      17,780      
  1,898     Daimler AG     177,755      
  800     General Motors Co.      29,040      
                     
              224,575      
Building Products – 1.0%            
  2,220     Cie de Saint-Gobain     125,248      
  205     Geberit AG     71,979      
                     
              197,227      
Capital Markets – 1.7%            
  4,768     Aberdeen Asset Management PLC     37,033      
  2,400     CI Financial Corp.      78,845      
  13,540     ICAP PLC     88,044      
  400     IGM Financial, Inc.      19,151      
  13,594     Investec PLC     125,382      
                     
              348,455      
Chemicals – 1.7%            
  300     Agrium, Inc.      27,486      
  133     BASF SE     15,484      
  600     EI du Pont de Nemours & Co.      39,264      
  37     Givaudan SA     61,722      
  10,861     Incitec Pivot, Ltd.      29,695      
  4,402     Israel Chemicals, Ltd.      37,721      
  327     Koninklijke DSM NV     23,815      
  1,020     Orica, Ltd.      18,733      
  1,400     Potash Corp. of Saskatchewan, Inc.      53,250      
  723     Yara International ASA     36,233      
                     
              343,403      
Commercial Banks – 2.7%            
  679     Australia & New Zealand Banking Group, Ltd.      21,343      
  8,200     Bank of East Asia, Ltd.      34,016      
  1,800     Bank of Montreal     132,575      
  300     Bank of Nova Scotia     20,004      
  6,089     Bendigo and Adelaide Bank, Ltd.      70,037      
  6,000     BOC Hong Kong Holdings, Ltd.      17,380      
  1,200     Canadian Imperial Bank of Commerce     109,213      
  1,000     DBS Group Holdings, Ltd.      13,436      
  3,500     Hang Seng Bank, Ltd.      57,173      
  2,000     Oversea-Chinese Banking Corp., Ltd.      15,322      
  200     Royal Bank of Canada     14,299      
  500     Toronto-Dominion Bank     25,743      
  1,000     United Overseas Bank, Ltd.      18,065      
                     
              548,606      
Commercial Services & Supplies – 1.2%            
  1,959     Brambles, Ltd.      16,973      
  789     Edenred     23,923      
  22,989     G4S PLC     100,392      
  2,282     Securitas AB – Class B     27,075      
  1,600     Waste Management, Inc.      71,568      
                     
              239,931      
Communications Equipment – 0.4%            
  1,300     Cisco Systems, Inc.      32,305      
  4,152     Telefonaktiebolaget LM Ericsson – Class B     50,194      
                     
              82,499      
Construction & Engineering – 2.6%            
  2,054     Bouygues SA     85,467      
  1,569     Koninklijke Boskalis Westminster NV     89,981      
  5,640     Skanska AB – Class B     128,765      
  3,000     Vinci SA     224,276      
                     
              528,489      
Containers & Packaging – 0.4%            
  2,134     Amcor, Ltd.      20,984      
  400     MeadWestvaco Corp.      17,704      
  3,758     Rexam PLC     34,404      
                     
              73,092      
Distributors – 0.4%            
  600     Genuine Parts Co.      52,680      
  1,000     Jardine Cycle & Carriage, Ltd.      35,505      
                     
              88,185      
Diversified Consumer Services – 0.2%            
  1,300     H&R Block, Inc.      43,576      
Diversified Financial Services – 0.3%            
  1,021     ASX, Ltd.      34,307      
  1,017     Industrivarden AB – Class C     20,098      
  3,000     Singapore Exchange, Ltd.      16,725      
                     
              71,130      
Diversified Telecommunication Services – 4.4%            
  1,200     AT&T, Inc.      42,432      
  500     BCE, Inc.      22,683      
  3,925     Belgacom SA     130,242      
  1,000     Bell Aliant, Inc.      26,141      
  2,704     Elisa Oyj     82,710      
  2,143     Inmarsat PLC     27,411      
  400     Nippon Telegraph & Telephone Corp.      24,950      
  53,000     PCCW, Ltd.      31,594      
  6,000     Singapore Telecommunications, Ltd.      18,530      
  483     Swisscom AG     280,833      
  8,611     TDC A/S     89,126      
  792     Telenor ASA     18,044      
  3,578     TeliaSonera AB     26,146      
  17,183     Telstra Corp., Ltd.      84,403      
                     
              905,245      
Electric Utilities – 7.6%            
  1,400     American Electric Power Co., Inc.      78,078      
  5,000     Cheung Kong Infrastructure Holdings, Ltd.      34,483      
  2,000     CLP Holdings, Ltd.      16,412      
  8,744     Contact Energy, Ltd.      40,640      
  266     Duke Energy Corp.      19,734      
  43,369     EDP – Energias de Portugal SA     217,572      
  2,200     Entergy Corp.      180,598      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

6 | JUNE 30, 2014

 

 
 

 

Schedule of Investments

 

As of June 30, 2014 

                     
Shares   Value      
 
Electric Utilities – (continued)            
  400     Fortis, Inc.    $ 12,174      
  3,999     Fortum Oyj     107,374      
  400     NextEra Energy, Inc.      40,992      
  362     Northeast Utilities     17,112      
  700     OGE Energy Corp.      27,356      
  300     Pinnacle West Capital Corp.      17,352      
  11,000     Power Assets Holdings, Ltd.      96,159      
  700     PPL Corp.      24,871      
  2,543     Red Electrica Corp. SA#     232,590      
  500     Southern Co.      22,690      
  9,156     SSE PLC     245,512      
  19,770     Terna Rete Elettrica Nazionale SpA     104,271      
  600     Xcel Energy, Inc.      19,338      
                     
              1,555,308      
Electrical Equipment – 0%            
  343     ABB, Ltd.      7,900      
Energy Equipment & Services – 1.3%            
  836     Aker Solutions ASA     14,533      
  3,195     AMEC PLC     66,427      
  600     Ensco PLC – Class A     33,342      
  1,100     Noble Corp. PLC     36,916      
  3,032     Petrofac, Ltd.      62,415      
  987     Seadrill, Ltd.      39,162      
  612     WorleyParsons, Ltd.      10,046      
                     
              262,841      
Food & Staples Retailing – 3.4%            
  237     Casino Guichard Perrachon SA     31,421      
  1,485     Delhaize Group SA     100,464      
  8,806     J Sainsbury PLC     47,542      
  2,982     Koninklijke Ahold NV     55,977      
  700     Lawson, Inc.      52,522      
  15,710     Metcash, Ltd.      39,102      
  400     Sysco Corp.      14,980      
  3,628     Tesco PLC     17,644      
  2,054     Wesfarmers, Ltd.      81,024      
  11,074     WM Morrison Supermarkets PLC     34,754      
  6,454     Woolworths, Ltd.      214,308      
                     
              689,738      
Food Products – 1.4%            
  400     Campbell Soup Co.      18,324      
  1,300     ConAgra Foods, Inc.      38,584      
  500     General Mills, Inc.      26,270      
  400     Kellogg Co.      26,280      
  600     Kraft Foods Group, Inc.      35,970      
  103     Nestle SA     7,981      
  9,712     Orkla ASA     86,557      
  2,738     Tate & Lyle PLC     32,070      
  217     Unilever NV     9,495      
  301     Unilever PLC     13,655      
                     
              295,186      
Gas Utilities – 2.1%            
  2,161     Enagas SA     69,533      
  6,805     Gas Natural SDG SA#     214,907      
  22,682     Snam SpA     136,648      
                     
              421,088      
Health Care Equipment & Supplies – 0.1%            
  263     Cochlear, Ltd.      15,299      
Health Care Providers & Services – 0.5%            
  5,663     Sonic Healthcare, Ltd.      92,526      
Hotels, Restaurants & Leisure – 2.0%            
  700     Darden Restaurants, Inc.      32,389      
  1,259     Flight Centre Travel Group, Ltd.      52,762      
  200     McDonald’s Corp.      20,148      
  15,000     SJM Holdings, Ltd.      37,586      
  12,176     Tatts Group, Ltd.      37,538      
  8,855     TUI Travel PLC     60,307      
  5,286     William Hill PLC     29,669      
  35,600     Wynn Macau, Ltd.      139,640      
                     
              410,039      
Household Durables – 1.3%            
  551     Electrolux AB     13,941      
  1,900     Garmin, Ltd.#     115,710      
  2,600     Husqvarna AB – Class B     20,221      
  2,300     Leggett & Platt, Inc.      78,844      
  2,100     Sekisui House, Ltd.      28,798      
                     
              257,514      
Household Products – 1.4%            
  800     Clorox Co.      73,120      
  1,100     Kimberly-Clark Corp.      122,342      
  915     Reckitt Benckiser Group PLC     79,852      
                     
              275,314      
Industrial Conglomerates – 1.2%            
  2,000     Keppel Corp., Ltd.      17,311      
  18,000     NWS Holdings, Ltd.      33,398      
  3,000     SembCorp Industries, Ltd.      12,923      
  1,392     Siemens AG     183,828      
                     
              247,460      
Information Technology Services – 0.6%            
  800     Paychex, Inc.      33,248      
  4,800     Western Union Co.      83,232      
                     
              116,480      
Insurance – 7.0%            
  3,826     Admiral Group PLC     101,413      
  76     Allianz SE     12,664      
  2,855     AXA SA     68,233      
  1,400     Cincinnati Financial Corp.      67,256      
  3,690     CNP Assurances     76,594      
  25,394     Direct Line Insurance Group PLC     117,239      
  6,539     Gjensidige Forsikring ASA     117,303      
  1,200     Great-West Lifeco, Inc.      33,945      
  409     Hannover Rueck SE     36,854      
  8,713     Insurance Australia Group, Ltd.      47,973      
  67,074     Legal & General Group PLC     258,705      
  9,009     Mapfre SA     35,908      
  101     Muenchener Rueckversicherungs AG     22,389      
  5,137     Old Mutual PLC     17,379      
  1,300     Power Corp. of Canada     36,128      
  500     Power Financial Corp.      15,564      
  3,224     Sampo – Class A     163,109      
  1,359     SCOR SE     46,742      
  7,369     Standard Life PLC     47,173      
  226     Swiss Re AG     20,112      
  298     Tryg A/S     30,105      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 7

 

 
 

 

INTECH Global Dividend Fund

 

Schedule of Investments

 

As of June 30, 2014 

                     
Shares   Value      
 
Insurance – (continued)            
  369     Vienna Insurance Group AG Wiener Versicherung Gruppe   $ 19,750      
  80     Zurich Insurance Group AG     24,119      
                     
              1,416,657      
Leisure Products – 1.1%            
  1,800     Hasbro, Inc.      95,490      
  2,400     Mattel, Inc.      93,528      
  1,000     Sankyo Co., Ltd.      38,454      
                     
              227,472      
Machinery – 0.9%            
  618     Atlas Copco AB – Class B     16,515      
  620     Metso Oyj     23,489      
  8,000     SembCorp Marine, Ltd.      26,312      
  1,537     SKF AB – Class B     39,233      
  755     Wartsila Oyj Abp     37,442      
  35,000     Yangzijiang Shipbuilding Holdings, Ltd.      30,322      
                     
              173,313      
Marine – 0.1%            
  146     Kuehne + Nagel International AG     19,432      
Media – 5.1%            
  365     Axel Springer SE     22,464      
  18,023     British Sky Broadcasting Group PLC     278,800      
  2,992     Eutelsat Communications SA     103,953      
  2,289     Lagardere SCA     74,545      
  4,003     Pearson PLC     79,048      
  1,290     Reed Elsevier NV     29,585      
  11,791     Reed Elsevier PLC     189,660      
  5,597     SES SA (FDR)     212,277      
  1,100     Shaw Communications, Inc. – Class B     28,209      
  1,015     Wolters Kluwer NV     30,046      
                     
              1,048,587      
Metals & Mining – 2.3%            
  8,188     Anglo American PLC     200,360      
  3,707     Antofagasta PLC     48,400      
  511     BHP Billiton PLC     16,522      
  669     BHP Billiton, Ltd.      22,644      
  8,153     Fortescue Metals Group, Ltd.      33,437      
  1,200     Freeport-McMoRan Copper & Gold, Inc.      43,800      
  500     Nucor Corp.      24,625      
  324     Rio Tinto PLC     17,234      
  693     Rio Tinto, Ltd.      38,751      
  1,300     Teck Resources, Ltd. – Class B     29,682      
                     
              475,455      
Multi-Utilities – 4.9%            
  300     Alliant Energy Corp.      18,258      
  900     CenterPoint Energy, Inc.      22,986      
  2,950     Centrica PLC     15,780      
  1,300     CMS Energy Corp.      40,495      
  300     Consolidated Edison, Inc.      17,322      
  400     DTE Energy Co.      31,148      
  400     Integrys Energy Group, Inc.      28,452      
  6,930     National Grid PLC     99,612      
  1,200     NiSource, Inc.      47,208      
  2,500     PG&E Corp.      120,050      
  3,800     Public Service Enterprise Group, Inc.      155,002      
  1,600     SCANA Corp.      86,096      
  1,100     Sempra Energy     115,181      
  5,372     Suez Environment Co.      102,828      
  2,000     Wisconsin Energy Corp.      93,840      
                     
              994,258      
Multiline Retail – 0.1%            
  3,390     Marks & Spencer Group PLC     24,666      
Oil, Gas & Consumable Fuels – 7.0%            
  5,700     Canadian Oil Sands, Ltd.      129,184      
  100     Chevron Corp.      13,055      
  1,100     ConocoPhillips     94,303      
  600     Husky Energy, Inc.      19,380      
  300     Keyera Corp.      22,104      
  1,538     Neste Oil Oyj     30,008      
  430     OMV AG     19,429      
  1,615     Repsol SA     42,589      
  718     Royal Dutch Shell PLC – Class A     29,715      
  2,480     Royal Dutch Shell PLC – Class B     107,897      
  700     Spectra Energy Corp.      29,736      
  8,892     Statoil ASA     273,203      
  3,000     TonenGeneral Sekiyu KK     28,492      
  3,544     Total SA     256,113      
  300     TransCanada Corp.      14,321      
  1,500     Vermilion Energy, Inc.      104,391      
  5,263     Woodside Petroleum, Ltd.      203,788      
                     
              1,417,708      
Pharmaceuticals – 8.8%            
  1,700     AbbVie, Inc.      95,948      
  6,361     AstraZeneca PLC     472,457      
  600     Bristol-Myers Squibb Co.      29,106      
  1,800     Daiichi Sankyo Co., Ltd.      33,587      
  500     Eisai Co., Ltd.      20,950      
  2,100     Eli Lilly & Co.      130,557      
  765     GlaxoSmithKline PLC     20,474      
  800     Johnson & Johnson     83,696      
  500     Merck & Co., Inc.      28,925      
  278     Novartis AG     25,179      
  3,028     Orion Oyj – Class B     112,894      
  3,700     Pfizer, Inc.      109,816      
  617     Roche Holding AG     184,070      
  510     Sanofi     54,174      
  400     Takeda Pharmaceutical Co., Ltd.      18,556      
  7,083     Teva Pharmaceutical Industries, Ltd.      374,484      
                     
              1,794,873      
Professional Services – 1.2%            
  2,741     Adecco SA     225,686      
  2,707     ALS, Ltd.      22,612      
                     
              248,298      
Real Estate Management & Development – 1.4%            
  900     Daito Trust Construction Co., Ltd.      105,825      
  6,000     Hysan Development Co., Ltd.      28,103      
  6,000     Keppel Land, Ltd.      16,268      
  30,000     Sino Land Co., Ltd.      49,392      
  3,000     Sun Hung Kai Properties, Ltd.      41,147      
  1,500     Swire Pacific, Ltd. – Class A     18,464      
  258     Swiss Prime Site AG     21,389      
                     
              280,588      
Road & Rail – 0.2%            
  24,000     ComfortDelGro Corp., Ltd.      48,131      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

8 | JUNE 30, 2014

 

 
 

 

Schedule of Investments

 

As of June 30, 2014 

                     
Shares   Value      
Semiconductor & Semiconductor Equipment – 1.1%            
  2,700     Intel Corp.    $ 83,430      
  4,000     Maxim Integrated Products, Inc.      135,240      
               
              218,670    
Software – 0.4%            
  2,700     CA, Inc.      77,598      
Specialty Retail – 0.5%            
  700     GameStop Corp. – Class A     28,329      
  463     Hennes & Mauritz AB – Class B     20,240      
  700     L Brands, Inc.      41,062      
  1,900     Staples, Inc.      20,596      
                   
              110,227  
Technology Hardware, Storage & Peripherals – 1.8%            
  1,800     Canon, Inc.      58,572      
  5,400     Seagate Technology PLC     306,828      
                     
              365,400      
Textiles, Apparel & Luxury Goods – 0.5%            
  700     Coach, Inc.      23,933      
  504     Hugo Boss AG     75,322      
                     
              99,255      
Tobacco – 4.7%            
  600     Altria Group, Inc.      25,164      
  3,466     British American Tobacco PLC     206,279      
  4,813     Imperial Tobacco Group PLC     216,605      
  5,400     Lorillard, Inc.      329,238      
  200     Philip Morris International, Inc.      16,862      
  2,200     Reynolds American, Inc.      132,770      
  931     Swedish Match AB     32,336      
                     
              959,254      
Trading Companies & Distributors – 0.8%            
  1,600     ITOCHU Corp.      20,551      
  6,000     Marubeni Corp.      43,894      
  500     Mitsubishi Corp.      10,401      
  1,000     Mitsui & Co., Ltd.      16,033      
  2,743     Rexel SA     64,148      
  1,100     Sumitomo Corp.      14,856      
                     
              169,883      
Transportation Infrastructure – 0.2%            
  11,240     Auckland International Airport, Ltd.      38,370      
Water Utilities – 0.2%            
  954     Severn Trent PLC     31,539      
Wireless Telecommunication Services – 1.3%            
  365     Millicom International Cellular SA (SDR)     33,442      
  2,900     NTT DOCOMO, Inc.      49,588      
  500     Rogers Communications, Inc. – Class B     20,124      
  9,000     StarHub, Ltd.      30,106      
  41,326     Vodafone Group PLC     137,897      
                     
              271,157      
 
 
Total Common Stock (cost $18,170,692)     20,115,774      
 
 
Preferred Stock – 0%            
Media – 0%            
  124     ProSiebenSat.1 Media AG (cost $5,637)     5,524      
 
 
Right – 0%            
Oil, Gas & Consumable Fuels – 0%            
  1,615     Repsol SA* (cost $1,064)     1,099      
 
 
Money Market – 1.2%            
  236,030     Janus Cash Liquidity Fund LLC, 0.0737%°°,£ (cost $236,030)     236,030      
 
 
Investment Purchased with Cash Collateral From Securities Lending – 2.1%            
  422,686     Janus Cash Collateral Fund LLC, 0.0689%°°,£ (cost $422,686)     422,686      
 
 
Total Investments (total cost $18,836,109) – 102.1%     20,781,113      
 
 
Liabilities, net of Cash, Receivables and Other Assets – (2.1)%     (425,291)      
 
 
Net Assets – 100%   $ 20,355,822      
 
 

 

Summary of Investments by Country – (Long Positions) (unaudited) 

                 
          % of Investment
Country   Value     Securities
 
 
United States††   $ 5,934,953       28 .6%
United Kingdom     4,070,745       19 .6
France     1,688,058       8 .1
Australia     1,255,430       6 .0
Canada     994,596       4 .8
Switzerland     950,402       4 .6
Hong Kong     634,947       3 .0
Spain     596,626       2 .9
Finland     595,814       2 .9
Norway     585,035       2 .8
Japan     583,809       2 .8
Germany     552,284       2 .6
Sweden     428,206       2 .1
Israel     412,205       2 .0
Singapore     332,487       1 .6
Italy     240,919       1 .2
Netherlands     238,899       1 .1
Belgium     230,706       1 .1
Portugal     217,572       1 .0
Denmark     119,231       0 .6
New Zealand     79,010       0 .4
Austria     39,179       0 .2
 
 
Total   $20,781,113       100 .0%
 
 

     
††   Includes Cash Equivalents of 3.2%.

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 9

 

 
 

 

INTECH International Fund (unaudited)

 

             
FUND SNAPSHOT
We believe we can add value using natural stock price volatility through a mathematically-based, risk-managed process. We do not pick individual stocks or forecast their excess returns, but use natural stock price volatility and correlation characteristics to attempt to generate an excess return. Essentially, we adjust the capitalization weights of a benchmark portfolio to potentially more efficient combinations.
          Managed by
INTECH Investment
Management LLC

 

 

 

PERFORMANCE OVERVIEW

 

For the 12-month period ended June 30, 2014, INTECH International Fund’s Class I Shares returned 23.21%. This compares to the 23.57% return posted by the MSCI EAFE Index, the Fund’s benchmark.

 

INVESTMENT STRATEGY

 

INTECH’s mathematical investing process seeks to build a more efficient portfolio than its benchmark, with returns in excess of the index while maintaining benchmark-like risk. The process does not attempt to predict the direction of the market, nor does it have a view of any particular company in the portfolio. Instead, it employs a proprietary optimization process to build portfolios with the potential to outperform the index by capturing stocks’ natural volatility.

 

Within specific risk controls, INTECH’s disciplined mathematical process establishes target proportional weightings for stocks in the portfolio as a result of an optimization routine. Once the weights are determined and the portfolio is constructed, it is rebalanced and re-optimized on a periodic basis. By limiting the distance any one stock position can deviate from its benchmark weight, INTECH’s process attempts to manage the relative risk of the portfolio. We believe that instituting an investment process aimed at providing consistent, positive excess returns at benchmark-like risk, will allow us to meet our investors’ objectives while minimizing the risk of significant underperformance relative to the benchmark.

 

PERFORMANCE REVIEW

 

Relative volatility, which refers to stocks moving in relation to one another and to an index, was fairly stable over the past 12 months. This environment tends to be conducive to INTECH’s investment process.

 

An overall decrease in market diversity over the past 12 months reflected a change in the distribution of capital, in which larger cap stocks outperformed smaller cap stocks on average within the Index. The Fund, which tends to overweight smaller cap stocks as they provide more relative volatility capture potential, faced a headwind from the overall decrease in market diversity over the period. However, the Fund benefited from a favorable security selection, which is a residual of the investment process, especially within mid-cap stocks.

 

The Fund’s active sector positioning tends to vary over time and is a function of the volatility and correlation characteristics of the underlying stocks. The Fund’s underweight allocations to the consumer staples and financials sectors contributed to the Fund’s return over the period. However, an underweight to the best-performing energy sector and an overweight allocation to the consumer discretionary sector detracted.

 

In INTECH’s history, which spans more than 27 years, we have experienced periods of both underperformance and outperformance relative to the benchmark. From our perspective, the key is to keep periods of underperformance both short in duration and mild in scope. INTECH aims to achieve excess returns over the long term and we believe the Fund remains well positioned for long-term capital growth.

 

OUTLOOK

 

Going forward, we will continue building portfolios in a disciplined and deliberate manner, with risk management remaining the hallmark of our investment process. While we may experience short periods of underperformance, we aim to exceed the benchmark over a three- to five-year time horizon. As INTECH’s ongoing research efforts yield modest improvements, we will continue implementing changes that we believe are likely to improve the long-term results for our clients.

 

Thank you for your investment in INTECH International Fund.

 

10 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

INTECH International Fund At A Glance

5 Largest Equity Holdings – (% of Net Assets)

 

 

As of June 30, 2014

         
Shire PLC
Pharmaceuticals
    2.5%  
Galaxy Entertainment Group, Ltd.
Hotels, Restaurants & Leisure
    2.0%  
Enel SpA
Electric Utilities
    2.0%  
Associated British Foods PLC
Food Products
    1.9%  
Continental AG
Auto Components
    1.8%  
         
      10.2%  

Asset Allocation – (% of Net Assets) 

 

As of June 30, 2014

 

 

Top Country Allocations – Long Positions (% of Investment Securities)

 

As of June 30, 2014

 

 

As of June 30, 2013

 

 

Janus Mathematical Funds | 11

 

 
 

 

INTECH International Fund (unaudited)

 

Performance

 

 

  

                       
Average Annual Total Return – for the periods ended June 30, 2014     Expense Ratios – per the October 28, 2013
prospectus
    One   Five   Since     Total Annual Fund   Net Annual Fund
    Year   Year   Inception*     Operating Expenses   Operating Expenses
                       
INTECH International Fund – Class A Shares                      
                       
NAV   22.74%   11.72%   1.44%     1.22%   1.22%
                       
MOP   15.72%   10.39%   0.61%          
                       
INTECH International Fund – Class C Shares                      
                       
NAV   21.91%   11.89%   1.33%     2.15%   2.11%
                       
CDSC   20.91%   11.89%   1.33%          
                       
INTECH International Fund – Class I Shares   23.21%   11.79%   1.57%     0.92%   0.92%
                       
INTECH International Fund – Class S Shares   22.92%   11.83%   1.43%     1.48%   1.48%
                       
INTECH International Fund – Class T Shares   22.78%   11.60%   0.41%     1.17%   1.17%
                       
MSCI EAFE® Index   23.57%   11.77%   1.21%          
                       
Morningstar Quartile – Class I Shares   1st   2nd   2nd          
                       
Morningstar Ranking – based on total returns for Foreign Large Blend Funds   159/804   266/698   209/601          
                       

 

Returns quoted are past performance and do not guarantee future results; current performance may be lower or higher. Investment returns and principal value will vary; there may be a gain or loss when shares are sold. For the most recent month-end performance call 877.33JANUS(52687) or visit janus.com/advisor/mutual-funds.

 

Maximum Offering Price (MOP) returns include the maximum sales charge of 5.75%. Net Asset Value (NAV) returns exclude this charge, which would have reduced returns.

 

CDSC returns include a 1% contingent deferred sales charge (CDSC) on Shares redeemed within 12 months of purchase. NAV returns exclude this charge, which would have reduced returns.

 

Net expense ratios reflect the expense waiver, if any, Janus Capital has contractually agreed to through November 1, 2014.

 

 

See important disclosures on the next page.

 

12 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

The proprietary mathematical process used by INTECH Investment Management LLC (“INTECH”) may not achieve the desired results. The rebalancing techniques used by the Fund may result in a higher portfolio turnover rate, higher expenses and potentially higher net taxable gains or losses compared to a “buy and hold” or index fund strategy.

 

A Fund’s performance may be affected by risks that include those associated with nondiversification, non-investment grade debt securities, high-yield/high-risk securities, undervalued or overlooked companies, investments in specific industries or countries and potential conflicts of interest. Additional risks to a Fund may also include, but are not limited to, those associated with investing in foreign securities, emerging markets, initial public offerings, real estate investment trusts (REITs), derivatives, short sales, commodity-linked investments and companies with relatively small market capitalizations. Each Fund has different risks. Please see a Janus prospectus for more information about risks, Fund holdings and other details.

 

Foreign securities are subject to additional risks including currency fluctuations, political and economic uncertainty, increased volatility and differing financial and information reporting standards, all of which are magnified in emerging markets.

 

Returns include reinvestment of all dividends and distributions and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemptions of Fund shares. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.

 

Class A Shares, Class C Shares, Class I Shares, and Class S Shares commenced operations on July 6, 2009, after the reorganization of each class of the predecessor fund into corresponding shares of the Fund. Performance shown for each class for periods prior to July 6, 2009, reflects the historical performance of each corresponding class of the predecessor fund prior to the reorganization, calculated using the fees and expenses of the corresponding class of the predecessor fund respectively, net of any applicable fee and expense limitations or waivers.

 

Class T Shares commenced operations on July 6, 2009. Performance shown for periods prior to July 6, 2009, reflects the historical performance of the predecessor fund’s Class I Shares, calculated using the fees and expenses of Class T Shares, without the effect of any fee and expense limitations or waivers.

 

If each share class of the Fund had been available during periods prior to its commencement, the performance shown may have been different. The performance shown for periods following the Fund’s commencement of each share class reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers. Please refer to the Fund’s prospectus for further details concerning historical performance.

 

Ranking is for the share class shown only; other classes may have different performance characteristics. When an expense waiver is in effect, it may have a material effect on the total return, and therefore the ranking for the period.

 

© 2014 Morningstar, Inc. All Rights Reserved.

 

There is no assurance that the investment process will consistently lead to successful investing.

 

See Notes to Schedules of Investments and Other Information for index definitions.

 

The weighting of securities within the Fund’s portfolio may differ significantly from the weightings within the index. The index is unmanaged and not available for direct investment; therefore its performance does not reflect the expenses associated with the active management of an actual portfolio.

 

See “Useful Information About Your Fund Report.”

     
*   The predecessor Fund’s inception date – May 2, 2007

 

Janus Mathematical Funds | 13

 

 
 

 

INTECH International Fund (unaudited)

 

Expense Examples

 

 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, such as sales charges (loads) on purchase payments (applicable to Class A Shares only); and (2) ongoing costs, including management fees; distribution and shareholder servicing (12b-1) fees; administrative services fees payable pursuant to the Transfer Agency Agreement; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The example is based upon an investment of $1,000 invested at the beginning of the period and held for the six-months indicated, unless noted otherwise in the table and footnotes below.

 

Actual Expenses

The information in the table under the heading “Actual” provides information about actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the appropriate column for your share class under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

 

Hypothetical Example for Comparison Purposes

The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based upon the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. 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 the 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. Additionally, for an analysis of the fees associated with an investment in any share class or other similar funds, please visit www.finra.org/fundanalyzer.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. These fees are fully described in the Fund’s prospectus. Therefore, the hypothetical examples are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

                                                             
        Hypothetical        
    Actual   (5% return before expenses)        
    Beginning   Ending   Expenses   Beginning   Ending   Expenses        
    Account   Account   Paid During   Account   Account   Paid During   Net Annualized    
    Value   Value   Period   Value   Value   Period   Expense Ratio    
    (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14 - 6/30/14)    
 
 
Class A Shares   $1,000.00   $1,040.90   $5.97   $1,000.00   $1,018.94   $5.91   1.18%    
 
 
Class C Shares   $1,000.00   $1,036.80   $9.70   $1,000.00   $1,015.27   $9.59   1.92%    
 
 
Class I Shares   $1,000.00   $1,043.30   $4.15   $1,000.00   $1,020.73   $4.11   0.82%    
 
 
Class S Shares   $1,000.00   $1,042.80   $3.70   $1,000.00   $1,021.17   $3.66   0.73%    
 
 
Class T Shares   $1,000.00   $1,041.20   $5.62   $1,000.00   $1,019.29   $5.56   1.11%    
 
 

     
  Expenses Paid During Period are equal to the Net Annualized Expense Ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses in the examples include the effect of applicable fee waivers and/or expense reimbursements, if any. Had such waivers and/or reimbursements not been in effect, your expenses would have been higher. Please refer to the Notes to Financial Statements or the Fund’s prospectus for more information regarding waivers and/or reimbursements.

 

14 | JUNE 30, 2014

 

 
 

 

INTECH International Fund

 

Schedule of Investments

 

As of June 30, 2014

 

                     
Shares   Value      
 
Common Stock – 99.0%            
Aerospace & Defense – 0.8%            
  51,686     Finmeccanica SpA*   $ 491,489      
  721     Safran SA     47,203      
  1,472     Thales SA     89,033      
  688     Zodiac Aerospace     23,287      
                     
              651,012      
Air Freight & Logistics – 0.8%            
  16,289     Deutsche Post AG     589,023      
  5,340     Royal Mail PLC     45,597      
                     
              634,620      
Airlines – 1.5%            
  8,969     Deutsche Lufthansa AG     192,557      
  17,442     easyJet PLC     407,405      
  86,341     International Consolidated Airlines Group SA*     547,470      
                     
              1,147,432      
Auto Components – 3.0%            
  1,774     Cie Generale des Etablissements Michelin     211,952      
  6,151     Continental AG     1,424,580      
  5,579     GKN PLC     34,664      
  637     Pirelli & C SpA     10,222      
  4,914     Valeo SA     659,977      
                     
              2,341,395      
Automobiles – 1.3%            
  872     Daimler AG     81,666      
  40,022     Fiat SpA*     395,097      
  16,000     Fuji Heavy Industries, Ltd.      443,084      
  2,300     Peugeot SA*     33,995      
  714     Renault SA     64,552      
                     
              1,018,394      
Beverages – 0.1%            
  1,177     SABMiller PLC     68,236      
  1,000     Suntory Beverage & Food, Ltd.      39,244      
                     
              107,480      
Biotechnology – 2.2%            
  6,430     Actelion, Ltd.      813,722      
  9,661     CSL, Ltd.      606,164      
  5,587     Grifols SA     305,340      
                     
              1,725,226      
Building Products – 0.4%            
  1,244     Cie de Saint-Gobain     70,184      
  62     Geberit AG     21,769      
  7,900     LIXIL Group Corp.      213,236      
                     
              305,189      
Capital Markets – 1.4%            
  26,999     3i Group PLC     185,679      
  2,534     Hargreaves Lansdown PLC     53,682      
  10,732     Investec PLC     98,984      
  4,050     Macquarie Group, Ltd.      227,688      
  51,055     Mediobanca SpA     508,907      
                     
              1,074,940      
Chemicals – 1.4%            
  640     Croda International PLC     24,105      
  20,441     Incitec Pivot, Ltd.      55,888      
  350     Johnson Matthey PLC     18,566      
  2,373     K+S AG     78,028      
  154     Sika AG     629,826      
  277     Solvay SA     47,674      
  11,000     Taiyo Nippon Sanso Corp.      97,414      
  22,000     Teijin, Ltd.      55,168      
  897     Umicore SA     41,672      
                     
              1,048,341      
Commercial Banks – 11.1%            
  10,877     Australia & New Zealand Banking Group, Ltd.      341,896      
  7,354     Banco Bilbao Vizcaya Argentaria SA     93,734      
  21,737     Banco de Sabadell SA     74,168      
  8,664     Banco Popolare SC     142,710      
  8,459     Banco Popular Espanol SA     56,521      
  20,559     Banco Santander SA     214,781      
  12,653     Bank Hapoalim BM     73,167      
  1,458,330     Bank of Ireland*     493,199      
  4,614     Bank of Queensland, Ltd.      53,027      
  129,105     CaixaBank SA     796,709      
  65,217     Commerzbank AG*     1,025,113      
  2,058     Commonwealth Bank of Australia     156,930      
  47,928     Credit Agricole SA     675,920      
  19,195     Danske Bank A/S     542,606      
  56,503     Intesa Sanpaolo SpA     150,241      
  359,702     Intesa Sanpaolo SpA     1,111,094      
  1,520     KBC Groep NV     82,727      
  159,314     Lloyds Banking Group PLC*     202,417      
  427     National Australia Bank, Ltd.      13,196      
  97,565     Natixis     625,453      
  3,371     Nordea Bank AB     47,590      
  11,078     Skandinaviska Enskilda Banken AB – Class A     148,103      
  1,067     Societe Generale SA     55,888      
  634     Svenska Handelsbanken AB – Class A     31,047      
  64,531     UniCredit SpA     540,299      
  88,363     Unione di Banche Italiane SCPA     764,639      
  2,443     Westpac Banking Corp.      78,035      
                     
              8,591,210      
Commercial Services & Supplies – 0.7%            
  12,991     Babcock International Group PLC     258,313      
  7,210     Brambles, Ltd.      62,470      
  14,816     Securitas AB – Class B     175,784      
  166     Societe BIC SA     22,710      
                     
              519,277      
Communications Equipment – 0%            
  1,548     Telefonaktiebolaget LM Ericsson – Class B     18,714      
Construction & Engineering – 1.7%            
  13,908     ACS Actividades de Construccion y Servicios SA     636,034      
  6,505     Ferrovial SA     144,867      
  3,315     Koninklijke Boskalis Westminster NV     190,113      
  5,668     Leighton Holdings, Ltd.      105,433      
  1,801     OCI*     70,279      
  6,157     Skanska AB – Class B     140,569      
  476     Vinci SA     35,585      
                     
              1,322,880      
Construction Materials – 0.8%            
  25,140     Boral, Ltd.      124,436      
  12,601     Fletcher Building, Ltd.      97,171      
  868     Holcim, Ltd.      76,315      
  1,404     Imerys SA     118,302      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 15

 

 
 

 

INTECH International Fund

 

Schedule of Investments

 

As of June 30, 2014 

                     
Shares   Value      
 
Construction Materials – (continued)            
  11,011     James Hardie Industries PLC (CDI)   $ 143,675      
  709     Lafarge SA     61,547      
                     
              621,446      
Distributors – 0.1%            
  2,000     Jardine Cycle & Carriage, Ltd.      71,009      
Diversified Financial Services – 1.6%            
  1,324     Eurazeo SA     110,129      
  9,848     Exor SpA     404,384      
  962     Groupe Bruxelles Lambert SA     99,961      
  1,967     ING Groep NV*     27,632      
  5,993     Investor AB – Class B     224,930      
  6,091     London Stock Exchange Group PLC     209,186      
  839     Pargesa Holding SA     75,374      
  592     Wendel SA     84,786      
                     
              1,236,382      
Diversified Telecommunication Services – 3.5%            
  9,664     Belgacom SA     320,678      
  105,442     Bezeq Israeli Telecommunication Corp., Ltd.      197,608      
  53,488     BT Group PLC     352,291      
  11,766     Elisa Oyj     359,899      
  49,000     HKT Trust and HKT, Ltd.      57,724      
  24,468     Koninklijke KPN NV*     89,148      
  18,131     Orange SA     286,109      
  128     Swisscom AG     74,423      
  41,456     Telecom Corp. of New Zealand, Ltd.      97,247      
  68,260     Telecom Italia SpA     67,433      
  73,008     Telecom Italia SpA     92,466      
  5,831     Telekom Austria AG     57,005      
  92,654     Telstra Corp., Ltd.      455,115      
  17,006     TPG Telecom, Ltd.      88,343      
  5,614     Vivendi SA     137,362      
                     
              2,732,851      
Electric Utilities – 6.0%            
  209,783     EDP – Energias de Portugal SA     1,052,434      
  28,054     Electricite de France SA     883,470      
  262,796     Enel SpA     1,530,683      
  5,053     Iberdrola SA     38,627      
  8,500     Power Assets Holdings, Ltd.      74,304      
  10,406     Red Electrica Corp. SA#     951,764      
  2,658     SSE PLC     71,272      
  5,060     Terna Rete Elettrica Nazionale SpA     26,687      
                     
              4,629,241      
Electrical Equipment – 2.4%            
  656     Legrand SA     40,136      
  1,100     Mabuchi Motor Co., Ltd.      83,404      
  13,600     Nidec Corp.      834,610      
  5,101     OSRAM Licht AG*     257,268      
  13,227     Vestas Wind Systems A/S*     667,387      
                     
              1,882,805      
Electronic Equipment, Instruments & Components – 1.5%            
  1,000     Hamamatsu Photonics KK     49,067      
  18,500     Hoya Corp.      614,780      
  5,600     Murata Manufacturing Co., Ltd.      524,174      
                     
              1,188,021      
Energy Equipment & Services – 0.9%            
  2,527     Fugro NV     144,680      
  4,787     Petrofac, Ltd.      98,543      
  14,299     Saipem SpA     385,692      
  511     Technip SA     55,896      
                     
              684,811      
Food & Staples Retailing – 0.2%            
  797     Delhaize Group SA     53,919      
  2,975     Woolworths, Ltd.      98,786      
                     
              152,705      
Food Products – 3.9%            
  2,020     Aryzta AG     191,383      
  28,141     Associated British Foods PLC     1,468,230      
  63     Barry Callebaut AG     85,625      
  3,711     Kerry Group PLC – Class A     278,700      
  2,000     Kikkoman Corp.      41,663      
  4     Lindt & Spruengli AG     247,146      
  14     Lindt & Spruengli AG     71,279      
  1,200     MEIJI Holdings Co., Ltd.      79,494      
  13,200     Nisshin Seifun Group, Inc.      157,556      
  40,377     Orkla ASA     359,856      
  573     Unilever PLC     25,993      
                     
              3,006,925      
Gas Utilities – 1.8%            
  10,859     APA Group     70,539      
  17,553     Enagas SA     564,792      
  17,745     Gas Natural SDG SA#     560,400      
  27,393     Snam SpA     165,029      
                     
              1,360,760      
Health Care Equipment & Supplies – 1.0%            
  3,882     Coloplast A/S – Class B     351,100      
  25,968     Smith & Nephew PLC     461,691      
                     
              812,791      
Health Care Providers & Services – 0.8%            
  1,000     Alfresa Holdings Corp.      64,468      
  419     Fresenius SE & Co. KGaA     62,476      
  7,300     Medipal Holdings Corp.      103,493      
  1,778     Ramsay Health Care, Ltd.      76,271      
  25,803     Ryman Healthcare, Ltd.      193,104      
  4,968     Sonic Healthcare, Ltd.      81,171      
                     
              580,983      
Health Care Technology – 0.1%            
  5,200     M3, Inc.      82,756      
Hotels, Restaurants & Leisure – 3.9%            
  1,857     Accor SA     96,594      
  11,051     Crown Resorts, Ltd.      157,534      
  2,037     Flight Centre Travel Group, Ltd.      85,365      
  198,000     Galaxy Entertainment Group, Ltd.      1,583,959      
  332     Sodexo     35,707      
  18,413     Tabcorp Holdings, Ltd.      58,329      
  18,808     TUI Travel PLC     128,092      
  11,447     Whitbread PLC     863,633      
                     
              3,009,213      
Household Durables – 0.9%            
  6,700     Casio Computer Co., Ltd.      97,236      
  27,083     Husqvarna AB – Class B     210,636      
  800     Iida Group Holdings Co., Ltd.      12,155      
  5,599     Persimmon PLC     121,965      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

16 | JUNE 30, 2014

 

 
 

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Household Durables – (continued)            
  800     Sony Corp.    $ 13,284      
  83,500     Techtronic Industries Co.      267,732      
                     
              723,008      
Household Products – 0%            
  96     Henkel AG & Co. KGaA     9,661      
Industrial Conglomerates – 0.1%            
  3,000     Hutchison Whampoa, Ltd.      41,031      
Information Technology Services – 2.8%            
  18,200     Amadeus IT Holding SA – Class A     750,577      
  2,078     AtoS     173,103      
  2,688     Cap Gemini SA     191,750      
  1,645     Computershare, Ltd.      19,355      
  134,000     Fujitsu, Ltd.      1,004,107      
                     
              2,138,892      
Insurance – 2.9%            
  1,071     Admiral Group PLC     28,388      
  238     Ageas     9,494      
  8,881     AMP, Ltd.      44,377      
  113,995     Aviva PLC     995,815      
  1,474     Baloise Holding AG     173,735      
  2,812     CNP Assurances     58,369      
  4,426     Delta Lloyd NV     112,355      
  5,996     Gjensidige Forsikring ASA     107,562      
  487     Hannover Rueck SE     43,882      
  14,829     Insurance Australia Group, Ltd.      81,648      
  54,157     Legal & General Group PLC     208,884      
  12,586     Standard Life PLC     80,570      
  7,296     Suncorp Group, Ltd.      93,137      
  240     Swiss Life Holding AG     56,928      
  57,000     UnipolSai SpA     183,249      
                     
              2,278,393      
Internet Software & Services – 0.6%            
  10,930     United Internet AG     481,513      
Leisure Products – 0%            
  500     Bandai Namco Holdings, Inc.      11,709      
  200     Shimano, Inc.      22,194      
                     
              33,903      
Machinery – 1.6%            
  3,533     Alfa Laval AB     91,081      
  3,437     Atlas Copco AB – Class A     99,360      
  7,443     Atlas Copco AB – Class B     198,901      
  5,506     Metso Oyj     208,600      
  2,000     NGK Insulators, Ltd.      45,414      
  8,651     Volvo AB – Class B     119,217      
  10,004     Weir Group PLC     448,339      
                     
              1,210,912      
Marine – 1.2%            
  70     AP Moeller – Maersk A/S – Class A     164,705      
  305     AP Moeller – Maersk A/S – Class B     757,976      
                     
              922,681      
Media – 4.0%            
  327     Altice SA*     22,781      
  10,992     British Sky Broadcasting Group PLC     170,037      
  2,544     Eutelsat Communications SA     88,388      
  323,505     ITV PLC     986,475      
  3,353     JCDecaux SA     125,103      
  303     Kabel Deutschland Holding AG     44,370      
  12,405     Lagardere SCA     403,988      
  1,899     REA Group, Ltd.      76,467      
  3,998     Reed Elsevier NV     91,691      
  7,374     Reed Elsevier PLC     118,612      
  19,056     SES SA (FDR)     722,737      
  4,292     Telenet Group Holding NV     244,585      
                     
              3,095,234      
Metals & Mining – 1.9%            
  136,505     Alumina, Ltd.*     173,741      
  3,352     Anglo American PLC     82,023      
  33,737     Fortescue Metals Group, Ltd.      138,362      
  4,705     Fresnillo PLC     70,206      
  7,094     Iluka Resources, Ltd.      54,375      
  10,610     Newcrest Mining, Ltd.      105,233      
  60,898     Norsk Hydro ASA     326,046      
  1,003     Randgold Resources, Ltd.      83,636      
  18,000     Sumitomo Metal Mining Co., Ltd.      292,329      
  4,653     ThyssenKrupp AG     135,637      
                     
              1,461,588      
Multi-Utilities – 1.3%            
  9,218     AGL Energy, Ltd.      134,533      
  4,514     GDF Suez     124,261      
  7,095     National Grid PLC     101,983      
  24,473     Suez Environment Co.      468,450      
  7,642     Veolia Environnement SA     145,599      
                     
              974,826      
Multiline Retail – 1.8%            
  12,739     Next PLC     1,411,472      
Oil, Gas & Consumable Fuels – 3.4%            
  5,075     Caltex Australia, Ltd.      103,206      
  259     Delek Group, Ltd.      107,193      
  5,782     ENI SpA     158,177      
  21,700     Inpex Corp.      329,924      
  11,319     Origin Energy, Ltd.      156,018      
  1,042     Royal Dutch Shell PLC – Class A     43,123      
  1,063     Royal Dutch Shell PLC – Class B     46,248      
  18,864     Statoil ASA     579,589      
  9,309     Total SA     672,731      
  10,781     Woodside Petroleum, Ltd.      417,449      
                     
              2,613,658      
Personal Products – 0.4%            
  7,100     Kao Corp.      279,472      
Pharmaceuticals – 7.4%            
  10,993     AstraZeneca PLC     816,494      
  9,300     Chugai Pharmaceutical Co., Ltd.      262,133      
  2,043     Novartis AG     185,036      
  28,786     Novo Nordisk A/S – Class B     1,325,014      
  7,200     Ono Pharmaceutical Co., Ltd.      634,061      
  2,787     Orion Oyj – Class B     103,909      
  577     Roche Holding AG     172,137      
  24,722     Shire PLC     1,933,290      
  3,561     Teva Pharmaceutical Industries, Ltd.      188,273      
  995     UCB SA     84,235      
                     
              5,704,582      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 17

 

 
 

 

INTECH International Fund

 

Schedule of Investments

 

As of June 30, 2014 

                     
Shares   Value      
 
Professional Services – 0.6%            
  734     Adecco SA   $ 60,436      
  3,189     Capita PLC     62,482      
  22,785     Seek, Ltd.      340,485      
  10     SGS SA     23,968      
                     
              487,371      
Real Estate Investment Trusts (REITs) – 2.8%            
  42,500     British Land Co. PLC     510,896      
  35,000     CapitaCommercial Trust     47,730      
  3,136     Corio NV     160,160      
  227,967     Dexus Property Group     238,569      
  604     Fonciere Des Regions     65,482      
  23,436     Goodman Group     111,582      
  82,335     GPT Group     298,082      
  9,844     Hammerson PLC     97,700      
  808     ICADE     86,625      
  5,139     Land Securities Group PLC     91,104      
  11     Nippon Prologis REIT, Inc.      25,651      
  95,809     Scentre Group*     289,052      
  19,733     Segro PLC     116,563      
  10,134     Westfield Corp.      68,314      
                     
              2,207,510      
Real Estate Management & Development – 1.3%            
  3,000     Cheung Kong Holdings, Ltd.      53,224      
  21,000     City Developments, Ltd.      172,333      
  3,487     Deutsche Wohnen AG     75,197      
  7,000     Hysan Development Co., Ltd.      32,786      
  20,000     Keppel Land, Ltd.      54,227      
  29,305     Lend Lease Group     362,213      
  21,800     Swire Properties, Ltd.      63,711      
  973     Swiss Prime Site AG     80,663      
  26,000     UOL Group, Ltd.      135,986      
                     
              1,030,340      
Road & Rail – 0.3%            
  49,000     ComfortDelGro Corp., Ltd.      98,267      
  1,510     DSV A/S     49,230      
  23,000     Nagoya Railroad Co., Ltd.      91,737      
                     
              239,234      
Semiconductor & Semiconductor Equipment – 0.6%            
  9,035     Infineon Technologies AG     112,933      
  3,200     Rohm Co., Ltd.      183,552      
  9,491     STMicroelectronics NV     85,144      
  1,000     Tokyo Electron, Ltd.      67,608      
                     
              449,237      
Software – 0.4%            
  859     NICE Systems, Ltd.      35,101      
  45,627     Sage Group PLC     299,891      
                     
              334,992      
Specialty Retail – 0.1%            
  5,885     Kingfisher PLC     36,152      
  20,500     Yamada Denki Co., Ltd.      73,063      
                     
              109,215      
Technology Hardware, Storage & Peripherals – 1.4%            
  9,000     Brother Industries, Ltd.      155,938      
  93,187     Nokia Oyj#     705,585      
  5,200     Seiko Epson Corp.      221,266      
                     
              1,082,789      
Textiles, Apparel & Luxury Goods – 0.8%            
  98     Hugo Boss AG     14,646      
  465     Luxottica Group SpA     26,912      
  6,453     Pandora A/S     494,853      
  29,500     Yue Yuen Industrial Holdings, Ltd.      98,775      
                     
              635,186      
Tobacco – 0.7%            
  4,597     British American Tobacco PLC     273,590      
  6,141     Imperial Tobacco Group PLC     276,371      
                     
              549,961      
Trading Companies & Distributors – 0.8%            
  22,327     Bunzl PLC     619,696      
Transportation Infrastructure – 2.0%            
  13,980     Abertis Infraestructuras SA     321,673      
  540     Aeroports de Paris     71,142      
  23,187     Atlantia SpA     660,989      
  35,267     Groupe Eurotunnel SA     476,939      
  4,600     Transurban Group     32,050      
                     
              1,562,793      
Water Utilities – 0.8%            
  39,206     United Utilities Group PLC     591,723      
Wireless Telecommunication Services – 1.2%            
  11,600     SoftBank Corp.      863,844      
  3,306     Tele2 AB – Class B     38,952      
                     
              902,796      
 
 
Total Common Stock (cost $68,843,504)     76,742,478      
 
 
Preferred Stock – 0.1%            
Automobiles – 0.1%            
  737     Bayerische Motoren Werke AG (cost $49,282)     70,647      
 
 
Right – 0%            
Diversified Telecommunication Services – 0%            
  8,820     HKT Trust and HKT, Ltd.* (cost $0)     2,606      
 
 
Money Market – 0.6%            
  441,146     Janus Cash Liquidity Fund LLC, 0.0737%°°,£ (cost $441,146)     441,146      
 
 
Investment Purchased with Cash Collateral From Securities Lending – 2.8%            
  2,157,687     Janus Cash Collateral Fund LLC, 0.0689%°°,£ (cost $2,157,687)     2,157,687      
 
 
Total Investments (total cost $71,491,619) – 102.5%     79,414,564      
 
 
Liabilities, net of Cash, Receivables and Other Assets – (2.5)%     (1,914,060)      
 
 
Net Assets – 100%   $ 77,500,504      
 
 

  

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

18 | JUNE 30, 2014

 

 
 

 

Schedule of Investments

 

As of June 30, 2014

 

Summary of Investments by Country – (Long Positions) (unaudited) 

                 
          % of Investment
Country   Value     Securities
 
 
United Kingdom   $ 15,800,307       19 .9%
France     8,485,588       10 .7
Japan     8,170,288       10 .3
Italy     7,816,399       9 .8
Australia     6,478,539       8 .2
Spain     6,057,457       7 .6
Germany     4,699,197       5 .9
Denmark     4,352,871       5 .5
Switzerland     3,039,765       3 .8
United States††     2,598,833       3 .3
Hong Kong     2,275,852       2 .9
Sweden     1,544,884       2 .0
Finland     1,377,993       1 .7
Norway     1,373,053       1 .7
Portugal     1,052,434       1 .3
Belgium     984,945       1 .2
Netherlands     908,839       1 .1
Ireland     771,899       1 .0
Israel     601,342       0 .8
Singapore     579,552       0 .7
New Zealand     387,522       0 .5
Austria     57,005       0 .1
 
 
Total   $ 79,414,564       100 .0%
 
 

     
††   Includes Cash Equivalents of 3.3%.

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 19

 

 
 

 

INTECH U.S. Core Fund (unaudited) 

             
FUND SNAPSHOT
We believe we can add value using natural stock price volatility through a mathematically-based, risk-managed process. We do not pick individual stocks or forecast their excess returns, but use natural stock price volatility and correlation characteristics to attempt to generate an excess return. Essentially, we adjust the capitalization weights of a benchmark portfolio to potentially more efficient combinations.
          Managed by
INTECH Investment
Management LLC

 

 

 

PERFORMANCE OVERVIEW

 

For the 12-month period ended June 30, 2014, INTECH U.S. Core Fund’s Class T Shares returned 25.94%. This compares to the 24.61% return posted by the S&P 500 Index, the Fund’s benchmark.

 

INVESTMENT STRATEGY

 

INTECH’s mathematical investing process seeks to build a more efficient portfolio than its benchmark, with returns in excess of the index while maintaining benchmark-like risk. The process does not attempt to predict the direction of the market, nor does it have a view of any particular company in the portfolio. Instead, it employs a proprietary optimization process to build portfolios with the potential to outperform the index by capturing stocks’ natural volatility.

 

Within specific risk controls, INTECH’s disciplined mathematical process establishes target proportional weightings for stocks in the portfolio as a result of an optimization routine. Once the weights are determined and the portfolio is constructed, it is rebalanced and re-optimized on a periodic basis. By limiting the distance any one stock position can deviate from its benchmark weight, INTECH’s process attempts to manage the relative risk of the portfolio. We believe that instituting an investment process aimed at providing consistent, positive excess returns at benchmark-like risk, will allow us to meet our investors’ objectives while minimizing the risk of significant underperformance relative to the benchmark.

 

PERFORMANCE REVIEW

 

Relative volatility, which refers to stocks moving in relation to one another and to an index, was fairly stable over the past 12 months. This environment tends to be conducive to INTECH’s investment process.

 

In addition, an overall increase in market diversity over the past 12 months reflected a change in the distribution of capital, in which smaller stocks outperformed larger stocks. The Fund, which tends to overweight smaller cap stocks as they provide more relative volatility capture potential, benefited from an overall rise in market diversity over the period.

 

The strategy’s active sector positioning tends to vary over time and is a function of the volatility and correlation characteristics of the underlying stocks. Over the past 12 months, the portfolio’s average active sector positioning detracted from the strategy’s relative return. Specifically, an underweight position to the information technology sector and an overweight position to the consumer discretionary sector detracted from relative performance. However, an overall positive selection more than offset the adverse sector positioning.

 

In INTECH’s history, which spans more than 27 years, we have experienced periods of both underperformance and outperformance relative to the benchmark. From our perspective, the key is to keep periods of underperformance both short in duration and mild in scope. INTECH aims to achieve excess returns over the long term and we believe the Fund remains well positioned for long-term capital growth.

 

OUTLOOK

 

Going forward, we will continue building portfolios in a disciplined and deliberate manner, with risk management remaining the hallmark of our investment process. While we may experience short periods of underperformance, we aim to exceed the benchmark over a three- to five-year time horizon. As INTECH’s ongoing research efforts yield modest improvements, we will continue implementing changes that we believe are likely to improve the long-term results for our clients.

 

Thank you for your investment in INTECH U.S. Core Fund.

 

20 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

INTECH U.S. Core Fund At A Glance

5 Largest Equity Holdings – (% of Net Assets) 

 

As of June 30, 2014 

         
Home Depot, Inc.
Specialty Retail
    2.5%  
Comcast Corp. – Class A
Media
    2.2%  
Northrop Grumman Corp.
Aerospace & Defense
    1.8%  
TJX Cos., Inc.
Specialty Retail
    1.7%  
Time Warner, Inc.
Media
    1.6%  
         
      9.8%  

 

Asset Allocation – (% of Net Assets) 

 

As of June 30, 2014

 

 

Top Country Allocations – Long Positions (% of Investment Securities) 

 

As of June 30, 2014

 

 

 

As of June 30, 2013

 

 

 

Janus Mathematical Funds | 21

 

 
 

 

INTECH U.S. Core Fund (unaudited)

 

Performance 

 

 

 

                       
Average Annual Total Return – for the periods ended June 30, 2014         Expense Ratios – per the October 28, 2013 prospectuses
    One   Five   Ten   Since     Total Annual Fund
    Year   Year   Year   Inception*     Operating Expenses
                       
INTECH U.S. Core Fund – Class A Shares                      
                       
NAV   25.84%   19.41%   8.28%   10.57%     0.98%
                       
MOP   18.59%   18.00%   7.64%   9.99%      
                       
INTECH U.S. Core Fund – Class C Shares                      
                       
NAV   24.87%   18.45%   7.46%   9.74%     1.77%
                       
CDSC   23.87%   18.45%   7.46%   9.74%      
                       
INTECH U.S. Core Fund – Class D Shares(1)   26.02%   19.64%   8.55%   10.85%     0.85%
                       
INTECH U.S. Core Fund – Class I Shares   26.22%   19.57%   8.52%   10.82%     0.75%
                       
INTECH U.S. Core Fund – Class S Shares   25.61%   19.23%   8.10%   10.38%     1.17%
                       
INTECH U.S. Core Fund – Class T Shares   25.94%   19.57%   8.52%   10.82%     0.92%
                       
S&P 500® Index   24.61%   18.83%   7.78%   9.97%      
                       
Morningstar Quartile – Class T Shares   3rd   1st   2nd   2nd      
                       
Morningstar Ranking – based on total returns for Large Growth Funds   906/1,762   233/1,546   389/1,357   324/1,277      
                       

 

Returns quoted are past performance and do not guarantee future results; current performance may be lower or higher. Investment returns and principal value will vary; there may be a gain or loss when shares are sold. For the most recent month-end performance call 877.33JANUS(52687) (or 800.525.3713 if you hold shares directly with Janus Capital) or visit janus.com/advisor/mutual-funds (or janus.com/allfunds if you hold shares directly with Janus Capital).

 

Maximum Offering Price (MOP) returns include the maximum sales charge of 5.75%. Net Asset Value (NAV) returns exclude this charge, which would have reduced returns.

 

CDSC returns include a 1% contingent deferred sales charge (CDSC) on Shares redeemed within 12 months of purchase. NAV returns exclude this charge, which would have reduced returns. 

 

 

See important disclosures on the next page.

 

22 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

This Fund has a performance-based management fee that may adjust up or down based on the Fund’s performance.

 

The proprietary mathematical process used by INTECH Investment Management LLC (“INTECH”) may not achieve the desired results. The rebalancing techniques used by the Fund may result in a higher portfolio turnover rate, higher expenses and potentially higher net taxable gains or losses compared to a “buy and hold” or index fund strategy.

 

A Fund’s performance may be affected by risks that include those associated with nondiversification, non-investment grade debt securities, high-yield/high-risk securities, undervalued or overlooked companies, investments in specific industries or countries and potential conflicts of interest. Additional risks to a Fund may also include, but are not limited to, those associated with investing in foreign securities, emerging markets, initial public offerings, real estate investment trusts (REITs), derivatives, short sales, commodity-linked investments and companies with relatively small market capitalizations. Each Fund has different risks. Please see a Janus prospectus for more information about risks, Fund holdings and other details.

 

The Fund will normally invest at least 80% of its net assets, measured at the time of purchase, in the type of securities described by its name.

 

Returns include reinvestment of all dividends and distributions and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemptions of Fund shares. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.

 

Class A Shares, Class C Shares, and Class S Shares commenced operations on July 6, 2009. Performance shown for each class for periods prior to July 6, 2009, reflects the performance of the Fund’s Class J Shares, the initial share class, calculated using the fees and expenses of each respective share class, without the effect of any fee and expense limitations or waivers.

 

Class D Shares commenced operations on February 16, 2010. Performance shown for periods prior to February 16, 2010, reflects the performance of the Fund’s former Class J Shares, calculated using the fees and expenses in effect during the periods shown, net of any applicable fee and expense limitations or waivers.

 

Class I Shares commenced operations on July 6, 2009. Performance shown for periods prior to July 6, 2009, reflects the performance of the Fund’s Class J Shares, calculated using the fees and expenses of Class J Shares, net of any applicable fee and expense limitations or waivers.

 

If each share class of the Fund had been available during periods prior to its commencement, the performance shown may have been different. The performance shown for periods following the Fund’s commencement of each share class reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers. Please refer to the Fund’s prospectuses for further details concerning historical performance.

 

Ranking is for the share class shown only; other classes may have different performance characteristics. When an expense waiver is in effect, it may have a material effect on the total return, and therefore the ranking for the period.

 

© 2014 Morningstar, Inc. All Rights Reserved.

 

There is no assurance that the investment process will consistently lead to successful investing.

 

See Notes to Schedules of Investments and Other Information for index definitions.

 

The weighting of securities within the Fund’s portfolio may differ significantly from the weightings within the index. The index is unmanaged and not available for direct investment; therefore its performance does not reflect the expenses associated with the active management of an actual portfolio.

 

See “Useful Information About Your Fund Report.”

     
*   The Fund’s inception date – February 28, 2003
(1)   Closed to new investors

 

Janus Mathematical Funds | 23

 

 
 

 

INTECH U.S. Core Fund (unaudited)

 

Expense Examples 

 

 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, such as sales charges (loads) on purchase payments (applicable to Class A Shares only); and (2) ongoing costs, including management fees; distribution and shareholder servicing (12b-1) fees; administrative services fees payable pursuant to the Transfer Agency Agreement; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The example is based upon an investment of $1,000 invested at the beginning of the period and held for the six-months indicated, unless noted otherwise in the table and footnotes below.

 

Actual Expenses

The information in the table under the heading “Actual” provides information about actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the appropriate column for your share class under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

 

Hypothetical Example for Comparison Purposes

The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based upon the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. 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 the 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. Additionally, for an analysis of the fees associated with an investment in any share class or other similar funds, please visit www.finra.org/fundanalyzer.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. These fees are fully described in the Fund’s prospectuses. Therefore, the hypothetical examples are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

                                                 
        Hypothetical        
    Actual   (5% return before expenses)        
    Beginning   Ending   Expenses   Beginning   Ending   Expenses        
    Account   Account   Paid During   Account   Account   Paid During   Net Annualized    
    Value   Value   Period   Value   Value   Period   Expense Ratio    
    (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14 - 6/30/14)    
 
 
Class A Shares   $1,000.00   $1,067.20   $4.92   $1,000.00   $1,020.03   $4.81   0.96%      
 
 
Class C Shares   $1,000.00   $1,063.40   $8.85   $1,000.00   $1,016.22   $8.65   1.73%      
 
 
Class D Shares   $1,000.00   $1,067.70   $4.10   $1,000.00   $1,020.83   $4.01   0.80%      
 
 
Class I Shares   $1,000.00   $1,068.70   $3.49   $1,000.00   $1,021.42   $3.41   0.68%      
 
 
Class S Shares   $1,000.00   $1,066.30   $5.79   $1,000.00   $1,019.19   $5.66   1.13%      
 
 
Class T Shares   $1,000.00   $1,067.70   $4.51   $1,000.00   $1,020.43   $4.41   0.88%      
 
 

     
  Expenses Paid During Period are equal to the Net Annualized Expense Ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses in the examples include the effect of applicable fee waivers and/or expense reimbursements, if any. Had such waivers and/or reimbursements not been in effect, your expenses would have been higher. Please refer to the Notes to Financial Statements or the Fund’s prospectuses for more information regarding waivers and/or reimbursements.

 

24 | JUNE 30, 2014

 

 
 

 

INTECH U.S. Core Fund

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Common Stock – 99.4%            
Aerospace & Defense – 6.3%            
  66,500     Boeing Co.    $ 8,460,795      
  20,400     General Dynamics Corp.      2,377,620      
  2,300     Honeywell International, Inc.      213,785      
  15,600     L-3 Communications Holdings, Inc.      1,883,700      
  54,100     Lockheed Martin Corp.      8,695,493      
  104,100     Northrop Grumman Corp.      12,453,483      
  67,900     Raytheon Co.      6,263,775      
  6,600     Rockwell Collins, Inc.      515,724      
  43,100     Textron, Inc.      1,650,299      
  1,500     United Technologies Corp.      173,175      
                     
              42,687,849      
Air Freight & Logistics – 0.5%            
  18,200     FedEx Corp.      2,755,116      
  4,000     United Parcel Service, Inc. – Class B     410,640      
                     
              3,165,756      
Airlines – 1.7%            
  39,200     Delta Air Lines, Inc.      1,517,824      
  374,200     Southwest Airlines Co.      10,051,012      
                     
              11,568,836      
Auto Components – 2.1%            
  32,200     BorgWarner, Inc.      2,099,118      
  131,900     Delphi Automotive PLC     9,066,806      
  69,100     Goodyear Tire & Rubber Co.      1,919,598      
  17,500     Johnson Controls, Inc.      873,775      
                     
              13,959,297      
Automobiles – 0%            
  2,600     Harley-Davidson, Inc.      181,610      
Beverages – 1.9%            
  28,100     Brown-Forman Corp. – Class B     2,646,177      
  16,400     Coca-Cola Co.      694,704      
  3,100     Coca-Cola Enterprises, Inc.      148,118      
  82,700     Constellation Brands, Inc. – Class A*     7,288,351      
  7,200     Dr Pepper Snapple Group, Inc.      421,776      
  10,900     Monster Beverage Corp.*     774,227      
  12,400     PepsiCo, Inc.      1,107,816      
                     
              13,081,169      
Biotechnology – 0.9%            
  7,300     Amgen, Inc.      864,101      
  4,700     Biogen Idec, Inc.*     1,481,957      
  41,000     Gilead Sciences, Inc.*     3,399,310      
                     
              5,745,368      
Building Products – 0.5%            
  63,700     Allegion PLC     3,610,516      
Capital Markets – 3.2%            
  67,400     Ameriprise Financial, Inc.      8,088,000      
  4,600     Bank of New York Mellon Corp.      172,408      
  7,400     BlackRock, Inc.      2,365,040      
  56,500     Charles Schwab Corp.      1,521,545      
  70,000     E*TRADE Financial Corp.*     1,488,200      
  20,000     Legg Mason, Inc.#     1,026,200      
  100,300     State Street Corp.      6,746,178      
                     
              21,407,571      
Chemicals – 2.7%            
  3,800     CF Industries Holdings, Inc.      914,014      
  29,200     Dow Chemical Co.      1,502,632      
  17,100     Ecolab, Inc.      1,903,914      
  7,200     EI du Pont de Nemours & Co.      471,168      
  22,400     FMC Corp.      1,594,656      
  2,100     International Flavors & Fragrances, Inc.      218,988      
  7,500     LyondellBasell Industries NV – Class A     732,375      
  7,100     Monsanto Co.      885,654      
  19,400     PPG Industries, Inc.      4,076,910      
  12,300     Praxair, Inc.      1,633,932      
  18,200     Sherwin-Williams Co.      3,765,762      
  7,500     Sigma-Aldrich Corp.      761,100      
                     
              18,461,105      
Commercial Banks – 1.4%            
  29,800     Bank of America Corp.      458,026      
  77,100     BB&T Corp.      3,040,053      
  5,400     Comerica, Inc.      270,864      
  29,300     Fifth Third Bancorp     625,555      
  16,526     JPMorgan Chase & Co.      952,228      
  17,100     M&T Bank Corp.#     2,121,255      
  1,500     PNC Financial Services Group, Inc.      133,575      
  11,300     U.S. Bancorp     489,516      
  27,980     Wells Fargo & Co.      1,470,629      
                     
              9,561,701      
Commercial Services & Supplies – 0.8%            
  36,300     Cintas Corp.      2,306,502      
  4,200     Iron Mountain, Inc.      148,890      
  30,400     Pitney Bowes, Inc.      839,648      
  8,800     Republic Services, Inc.      334,136      
  2,500     Stericycle, Inc.*     296,050      
  10,300     Tyco International, Ltd. (U.S. Shares)     469,680      
  17,100     Waste Management, Inc.      764,883      
                     
              5,159,789      
Communications Equipment – 1.3%            
  7,300     Cisco Systems, Inc.      181,405      
  23,900     F5 Networks, Inc.*     2,663,416      
  41,600     Harris Corp.      3,151,200      
  48,800     Juniper Networks, Inc.*     1,197,552      
  9,300     Motorola Solutions, Inc.      619,101      
  11,700     QUALCOMM, Inc.      926,640      
                     
              8,739,314      
Construction & Engineering – 0.4%            
  2,800     Fluor Corp.      215,320      
  8,500     Jacobs Engineering Group, Inc.*     452,880      
  61,900     Quanta Services, Inc.*     2,140,502      
                     
              2,808,702      
Construction Materials – 0.1%            
  13,300     Vulcan Materials Co.      847,875      
Consumer Finance – 1.1%            
  29,500     American Express Co.      2,798,665      
  2,000     Capital One Financial Corp.      165,200      
  5,600     Discover Financial Services     347,088      
  229,400     Navient Corp.      4,062,674      
                     
              7,373,627      
Containers & Packaging – 0.1%            
  10,200     Ball Corp.      639,336      
  3,100     Bemis Co., Inc.      126,046      
                     
              765,382      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 25

 

 
 

 

INTECH U.S. Core Fund

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Distributors – 0%            
  1,800     Genuine Parts Co.    $ 158,040      
Diversified Consumer Services – 0.6%            
  2,100     Graham Holdings Co. – Class B     1,508,031      
  77,400     H&R Block, Inc.      2,594,448      
                     
              4,102,479      
Diversified Financial Services – 1.5%            
  1,200     Berkshire Hathaway, Inc. – Class B*     151,872      
  32,300     CME Group, Inc.      2,291,685      
  18,606     IntercontinentalExchange Group, Inc.      3,514,674      
  41,400     McGraw Hill Financial, Inc.      3,437,442      
  1,000     Moody’s Corp.      87,660      
  17,500     NASDAQ OMX Group, Inc.      675,850      
                     
              10,159,183      
Diversified Telecommunication Services – 0.5%            
  42,058     AT&T, Inc.      1,487,171      
  4,400     CenturyLink, Inc.      159,280      
  129,000     Frontier Communications Corp.#     753,360      
  14,600     Verizon Communications, Inc.      714,378      
                     
              3,114,189      
Electric Utilities – 2.4%            
  33,600     American Electric Power Co., Inc.      1,873,872      
  55,412     Duke Energy Corp.      4,111,016      
  21,800     Edison International     1,266,798      
  8,100     Entergy Corp.      664,929      
  31,100     Exelon Corp.      1,134,528      
  20,800     NextEra Energy, Inc.      2,131,584      
  26,100     Northeast Utilities     1,233,747      
  21,000     Pepco Holdings, Inc.      577,080      
  4,200     Pinnacle West Capital Corp.      242,928      
  39,600     PPL Corp.      1,406,988      
  12,300     Southern Co.      558,174      
  24,200     Xcel Energy, Inc.      779,966      
                     
              15,981,610      
Electrical Equipment – 0.2%            
  11,383     Eaton Corp. PLC     878,540      
  6,000     Rockwell Automation, Inc.      750,960      
                     
              1,629,500      
Electronic Equipment, Instruments & Components – 0.5%            
  42,900     Corning, Inc.      941,655      
  28,000     FLIR Systems, Inc.      972,440      
  28,700     Jabil Circuit, Inc.      599,830      
  11,400     TE Connectivity, Ltd. (U.S. Shares)     704,976      
                     
              3,218,901      
Energy Equipment & Services – 2.1%            
  22,800     Baker Hughes, Inc.      1,697,460      
  3,100     Cameron International Corp.*     209,901      
  37,600     Halliburton Co.      2,669,976      
  56,900     Helmerich & Payne, Inc.      6,606,659      
  72,600     Nabors Industries, Ltd.      2,132,262      
  3,100     National Oilwell Varco, Inc.      255,285      
  5,600     Schlumberger, Ltd. (U.S. Shares)     660,520      
                     
              14,232,063      
Food & Staples Retailing – 2.1%            
  29,800     CVS Caremark Corp.      2,246,026      
  126,200     Kroger Co.      6,238,066      
  10,000     Safeway, Inc.      343,400      
  5,200     Sysco Corp.      194,740      
  43,300     Wal-Mart Stores, Inc.      3,250,531      
  26,000     Walgreen Co.      1,927,380      
                     
              14,200,143      
Food Products – 2.8%            
  7,500     Archer-Daniels-Midland Co.      330,825      
  4,800     Campbell Soup Co.      219,888      
  17,500     ConAgra Foods, Inc.      519,400      
  22,200     General Mills, Inc.      1,166,388      
  21,200     Hershey Co.      2,064,244      
  88,100     Hormel Foods Corp.      4,347,735      
  10,300     JM Smucker Co.      1,097,671      
  2,000     Kellogg Co.      131,400      
  9,200     Keurig Green Mountain, Inc.      1,146,412      
  1,600     Mead Johnson Nutrition Co.      149,072      
  206,700     Tyson Foods, Inc. – Class A     7,759,518      
                     
              18,932,553      
Gas Utilities – 0.2%            
  19,100     AGL Resources, Inc.      1,051,073      
Health Care Equipment & Supplies – 2.0%            
  10,600     Baxter International, Inc.      766,380      
  15,100     Becton Dickinson and Co.      1,786,330      
  434,700     Boston Scientific Corp.*     5,551,119      
  5,100     CareFusion Corp.*     226,185      
  2,800     Covidien PLC (U.S. Shares)     252,504      
  14,200     CR Bard, Inc.      2,030,742      
  3,000     Edwards Lifesciences Corp.*     257,520      
  400     Intuitive Surgical, Inc.*     164,720      
  18,600     St Jude Medical, Inc.      1,288,050      
  2,100     Stryker Corp.      177,072      
  5,300     Varian Medical Systems, Inc.*     440,642      
  2,600     Zimmer Holdings, Inc.      270,036      
                     
              13,211,300      
Health Care Providers & Services – 5.6%            
  64,663     Aetna, Inc.      5,242,876      
  66,600     AmerisourceBergen Corp.      4,839,156      
  49,200     Cardinal Health, Inc.      3,373,152      
  53,100     Cigna Corp.      4,883,607      
  62,000     DaVita HealthCare Partners, Inc.*     4,483,840      
  15,700     Express Scripts Holding Co.*     1,088,481      
  25,600     Humana, Inc.      3,269,632      
  8,700     Laboratory Corp. of America Holdings*     890,880      
  23,700     McKesson Corp.      4,413,177      
  2,900     Patterson Cos., Inc.      114,579      
  16,200     UnitedHealth Group, Inc.      1,324,350      
  38,800     WellPoint, Inc.      4,175,268      
                     
              38,098,998      
Hotels, Restaurants & Leisure – 1.2%            
  18,800     Carnival Corp. (U.S. Shares)     707,820      
  3,300     Chipotle Mexican Grill, Inc.*     1,955,283      
  29,800     Marriott International, Inc. – Class A     1,910,180      
  7,800     McDonald’s Corp.      785,772      
  2,900     Starwood Hotels & Resorts Worldwide, Inc.      234,378      
  5,800     Wyndham Worldwide Corp.      439,176      
  9,400     Wynn Resorts, Ltd.      1,951,064      
  2,500     Yum! Brands, Inc.      203,000      
                     
              8,186,673      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

26 | JUNE 30, 2014

 

 
 

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Household Durables – 1.0%            
  20,100     DR Horton, Inc.    $ 494,058      
  25,000     Garmin, Ltd.#     1,522,500      
  15,100     Harman International Industries, Inc.      1,622,193      
  13,900     Lennar Corp. – Class A     583,522      
  63,300     Newell Rubbermaid, Inc.      1,961,667      
  19,200     PulteGroup, Inc.      387,072      
                     
              6,571,012      
Household Products – 1.0%            
  17,600     Clorox Co.#     1,608,640      
  15,600     Colgate-Palmolive Co.      1,063,608      
  26,000     Kimberly-Clark Corp.      2,891,720      
  14,000     Procter & Gamble Co.      1,100,260      
                     
              6,664,228      
Independent Power and Renewable Electricity Producers – 0.2%            
  45,400     NRG Energy, Inc.      1,688,880      
Industrial Conglomerates – 0.3%            
  3,000     3M Co.      429,720      
  52,700     General Electric Co.      1,384,956      
  500     Roper Industries, Inc.      73,005      
                     
              1,887,681      
Information Technology Services – 2.4%            
  1,300     Accenture PLC – Class A (U.S. Shares)     105,092      
  9,900     Alliance Data Systems Corp.*     2,784,375      
  8,900     Automatic Data Processing, Inc.      705,592      
  29,200     Cognizant Technology Solutions Corp. – Class A*     1,428,172      
  38,000     Computer Sciences Corp.      2,401,600      
  55,000     Fidelity National Information Services, Inc.      3,010,700      
  2,400     Fiserv, Inc.*     144,768      
  2,700     International Business Machines Corp.      489,429      
  27,500     MasterCard, Inc. – Class A     2,020,425      
  11,700     Paychex, Inc.      486,252      
  21,100     Total System Services, Inc.      662,751      
  8,400     Visa, Inc. – Class A     1,769,964      
                     
              16,009,120      
Insurance – 6.6%            
  2,900     ACE, Ltd. (U.S. Shares)     300,730      
  58,500     Aflac, Inc.      3,641,625      
  184,600     Allstate Corp.      10,839,712      
  41,600     Aon PLC     3,747,744      
  65,600     Assurant, Inc.      4,300,080      
  29,800     Cincinnati Financial Corp.      1,431,592      
  6,200     Hartford Financial Services Group, Inc.      222,022      
  48,200     Lincoln National Corp.      2,479,408      
  20,700     Marsh & McLennan Cos., Inc.      1,072,674      
  116,300     Principal Financial Group, Inc.      5,870,824      
  21,000     Prudential Financial, Inc.      1,864,170      
  27,800     Torchmark Corp.      2,277,376      
  28,600     Travelers Cos., Inc.      2,690,402      
  112,600     Unum Group     3,913,976      
                     
              44,652,335      
Internet & Catalog Retail – 0.8%            
  400     Amazon.com, Inc.*     129,912      
  6,900     Expedia, Inc.      543,444      
  5,300     Netflix, Inc.*     2,335,180      
  1,900     Priceline Group, Inc.*     2,285,700      
                     
              5,294,236      
Internet Software & Services – 1.8%            
  6,700     eBay, Inc.*     335,402      
  50,500     Facebook, Inc. – Class A*     3,398,145      
  4,900     Google, Inc. – Class A*     2,864,883      
  4,900     Google, Inc. – Class C*     2,818,872      
  9,600     VeriSign, Inc.#     468,576      
  74,100     Yahoo!, Inc.*     2,603,133      
                     
              12,489,011      
Leisure Products – 0.1%            
  15,500     Hasbro, Inc.      822,275      
Life Sciences Tools & Services – 1.0%            
  8,900     Agilent Technologies, Inc.      511,216      
  20,900     PerkinElmer, Inc.      978,956      
  43,600     Thermo Fisher Scientific, Inc.      5,144,800      
                     
              6,634,972      
Machinery – 1.7%            
  21,800     Caterpillar, Inc.      2,369,006      
  14,100     Deere & Co.      1,276,755      
  16,000     Dover Corp.      1,455,200      
  36,100     Flowserve Corp.      2,684,035      
  1,800     Illinois Tool Works, Inc.      157,608      
  5,900     Ingersoll-Rand PLC     368,809      
  5,200     Joy Global, Inc.      320,216      
  6,700     PACCAR, Inc.      420,961      
  5,000     Pall Corp.      426,950      
  8,200     Pentair PLC     591,384      
  5,700     Snap-on, Inc.      675,564      
  21,000     Xylem, Inc.      820,680      
                     
              11,567,168      
Media – 7.0%            
  12,600     Cablevision Systems Corp. – Class A#     222,390      
  278,000     Comcast Corp. – Class A#     14,923,040      
  13,800     DIRECTV*     1,173,138      
  700     Discovery Communications, Inc. – Class A*     51,996      
  8,700     Interpublic Group of Cos., Inc.      169,737      
  41,200     News Corp. – Class A*     739,128      
  8,200     Omnicom Group, Inc.      584,004      
  6,700     Scripps Networks Interactive, Inc. – Class A     543,638      
  26,100     Time Warner Cable, Inc.      3,844,530      
  157,600     Time Warner, Inc.      11,071,400      
  167,000     Twenty-First Century Fox, Inc. – Class A     5,870,050      
  20,600     Viacom, Inc. – Class B     1,786,638      
  72,600     Walt Disney Co.      6,224,724      
                     
              47,204,413      
Metals & Mining – 0.9%            
  175,200     Alcoa, Inc.      2,608,728      
  19,900     Allegheny Technologies, Inc.      897,490      
  11,400     Newmont Mining Corp.      290,016      
  3,800     Nucor Corp.      187,150      
  75,100     United States Steel Corp.#     1,955,604      
                     
              5,938,988      
Multi-Utilities – 2.3%            
  20,000     Ameren Corp.      817,600      
  14,300     CMS Energy Corp.      445,445      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 27

 

 
 

 

INTECH U.S. Core Fund

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Multi-Utilities – (continued)            
  3,900     Consolidated Edison, Inc.    $ 225,186      
  15,000     Dominion Resources, Inc.      1,072,800      
  6,100     DTE Energy Co.      475,007      
  6,900     Integrys Energy Group, Inc.      490,797      
  45,300     NiSource, Inc.      1,782,102      
  21,400     PG&E Corp.      1,027,628      
  52,900     Public Service Enterprise Group, Inc.      2,157,791      
  8,800     SCANA Corp.      473,528      
  42,400     Sempra Energy     4,439,704      
  25,300     TECO Energy, Inc.#     467,544      
  33,000     Wisconsin Energy Corp.      1,548,360      
                     
              15,423,492      
Multiline Retail – 0.2%            
  900     Dollar General Corp.*     51,624      
  6,500     Kohl’s Corp.      342,420      
  13,000     Macy’s, Inc.      754,260      
  3,300     Nordstrom, Inc.      224,169      
                     
              1,372,473      
Oil, Gas & Consumable Fuels – 4.8%            
  73,800     Cabot Oil & Gas Corp.      2,519,532      
  85,700     Chesapeake Energy Corp.      2,663,556      
  2,000     Chevron Corp.      261,100      
  4,100     Cimarex Energy Co.      588,186      
  18,200     ConocoPhillips     1,560,286      
  42,000     CONSOL Energy, Inc.      1,934,940      
  7,800     Devon Energy Corp.      619,320      
  21,600     EOG Resources, Inc.      2,524,176      
  43,200     EQT Corp.      4,618,080      
  5,300     Exxon Mobil Corp.      533,604      
  19,000     Marathon Petroleum Corp.      1,483,330      
  3,400     Murphy Oil Corp.      226,032      
  7,700     Occidental Petroleum Corp.      790,251      
  21,200     ONEOK, Inc.      1,443,296      
  52,200     Peabody Energy Corp.#     853,470      
  16,700     Phillips 66     1,343,181      
  6,200     QEP Resources, Inc.      213,900      
  7,900     Range Resources Corp.      686,905      
  61,600     Southwestern Energy Co.*     2,802,184      
  28,800     Spectra Energy Corp.      1,223,424      
  32,700     Valero Energy Corp.      1,638,270      
  32,000     Williams Cos., Inc.      1,862,720      
                     
              32,389,743      
Pharmaceuticals – 4.4%            
  42,100     Actavis PLC*,#     9,390,405      
  6,200     Allergan, Inc.      1,049,164      
  54,900     Bristol-Myers Squibb Co.      2,663,199      
  17,500     Eli Lilly & Co.      1,087,975      
  43,900     Forest Laboratories, Inc.*     4,346,100      
  8,200     Hospira, Inc.*     421,234      
  2,400     Johnson & Johnson     251,088      
  50,386     Merck & Co., Inc.      2,914,830      
  115,200     Mylan, Inc.*     5,939,712      
  8,800     Perrigo Co. PLC     1,282,688      
  14,900     Pfizer, Inc.      442,232      
                     
              29,788,627      
Professional Services – 0.9%            
  1,300     Dun & Bradstreet Corp.#     143,260      
  40,000     Equifax, Inc.      2,901,600      
  62,500     Nielsen Holdings NV     3,025,625      
                     
              6,070,485      
Real Estate Investment Trusts (REITs) – 2.4%            
  17,300     Apartment Investment & Management Co. – Class A     558,271      
  4,400     AvalonBay Communities, Inc.      625,636      
  7,200     Boston Properties, Inc.      850,896      
  91,800     Crown Castle International Corp.      6,817,068      
  9,400     Equity Residential     592,200      
  5,200     Essex Property Trust, Inc.      961,532      
  3,500     General Growth Properties, Inc.      82,460      
  4,500     HCP, Inc.      186,210      
  4,600     Health Care REIT, Inc.      288,282      
  6,100     Kimco Realty Corp.      140,178      
  3,500     Macerich Co.      233,625      
  7,700     Prologis, Inc.      316,393      
  9,100     Public Storage     1,559,285      
  2,100     Simon Property Group, Inc.      349,188      
  3,800     Ventas, Inc.      243,580      
  7,900     Vornado Realty Trust     843,167      
  49,500     Weyerhaeuser Co.#     1,637,955      
                     
              16,285,926      
Real Estate Management & Development – 0.1%            
  15,600     CBRE Group, Inc. – Class A*     499,824      
Road & Rail – 0.7%            
  6,600     Norfolk Southern Corp.      679,998      
  19,000     Ryder System, Inc.      1,673,710      
  24,000     Union Pacific Corp.      2,394,000      
                     
              4,747,708      
Semiconductor & Semiconductor Equipment – 1.6%            
  16,700     Applied Materials, Inc.      376,585      
  11,000     Avago Technologies, Ltd.      792,770      
  37,700     Broadcom Corp. – Class A     1,399,424      
  69,200     Intel Corp.      2,138,280      
  10,900     Linear Technology Corp.      513,063      
  129,800     Micron Technology, Inc.*     4,276,910      
  30,600     NVIDIA Corp.      567,324      
  14,300     Xilinx, Inc.      676,533      
                     
              10,740,889      
Software – 1.4%            
  38,500     Adobe Systems, Inc.*     2,785,860      
  16,700     Autodesk, Inc.*     941,546      
  46,100     CA, Inc.      1,324,914      
  2,300     Electronic Arts, Inc.*     82,501      
  6,500     Intuit, Inc.      523,445      
  54,900     Microsoft Corp.      2,289,330      
  16,100     Oracle Corp.      652,533      
  5,700     Red Hat, Inc.*     315,039      
  7,700     Salesforce.com, Inc.*     447,216      
  3,300     Symantec Corp.      75,570      
                     
              9,437,954      
Specialty Retail – 5.1%            
  3,100     AutoZone, Inc.*     1,662,344      
  11,400     Best Buy Co., Inc.      353,514      
  21,300     Gap, Inc.      885,441      
  208,400     Home Depot, Inc.      16,872,064      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

28 | JUNE 30, 2014

 

 
 

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Specialty Retail – (continued)            
  7,400     L Brands, Inc.    $ 434,084      
  8,200     Lowe’s Cos., Inc.      393,518      
  8,300     O’Reilly Automotive, Inc.*     1,249,980      
  1,300     Ross Stores, Inc.      85,969      
  8,700     Tiffany & Co.      872,175      
  215,500     TJX Cos., Inc.      11,453,825      
                     
              34,262,914      
Technology Hardware, Storage & Peripherals – 2.2%            
  80,500     Apple, Inc.      7,480,865      
  8,400     EMC Corp.      221,256      
  47,000     Hewlett-Packard Co.      1,582,960      
  21,000     NetApp, Inc.      766,920      
  10,000     Seagate Technology PLC     568,200      
  43,900     Western Digital Corp.      4,051,970      
                     
              14,672,171      
Textiles, Apparel & Luxury Goods – 0.6%            
  17,900     Michael Kors Holdings, Ltd.*     1,586,835      
  6,400     NIKE, Inc. – Class B     496,320      
  11,600     Under Armour, Inc. – Class A*     690,084      
  25,200     VF Corp.      1,587,600      
                     
              4,360,839      
Thrifts & Mortgage Finance – 0.1%            
  32,200     Hudson City Bancorp, Inc.      316,526      
  16,300     People’s United Financial, Inc.      247,271      
                     
              563,797      
Tobacco – 1.1%            
  80,700     Altria Group, Inc.      3,384,558      
  35,500     Lorillard, Inc.      2,164,435      
  32,000     Reynolds American, Inc.      1,931,200      
                     
              7,480,193      
Trading Companies & Distributors – 0%            
  200     WW Grainger, Inc.      50,854      
 
 
Total Common Stock (cost $526,444,632)     670,974,380      
 
 
Money Market – 0.5%            
  3,538,525     Janus Cash Liquidity Fund LLC, 0.0737%°°,£ (cost $3,538,525)     3,538,525      
 
 
Investment Purchased with Cash Collateral From Securities Lending – 4.1%            
  27,567,537     Janus Cash Collateral Fund LLC, 0.0689%°°,£ (cost $27,567,537)     27,567,537      
 
 
Total Investments (total cost $557,550,694) – 104.0%     702,080,442      
 
 
Liabilities, net of Cash, Receivables and Other Assets – (4.0)%     (27,056,679)      
 
 
Net Assets – 100%   $ 675,023,763      
 
 

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 29

 

 
 

 

INTECH U.S. Growth Fund (unaudited)

 

             
FUND SNAPSHOT
We believe we can add value using natural stock price volatility through a mathematically-based, risk-managed process. We do not pick individual stocks or forecast their excess returns, but use natural stock price volatility and correlation characteristics to attempt to generate an excess return. Essentially, we adjust the capitalization weights of a benchmark portfolio to potentially more efficient combinations.
          Managed by
INTECH Investment
Management LLC

 

 

 

PERFORMANCE OVERVIEW

 

For the 12-month period ended June 30, 2014, INTECH U.S. Growth Fund’s Class S Shares returned 26.40%. This compares to the 26.92% return posted by the Russell 1000 Growth Index, the Fund’s benchmark.

 

INVESTMENT STRATEGY

 

INTECH’s mathematical investing process seeks to build a more efficient portfolio than its benchmark, with returns in excess of the index while maintaining benchmark-like risk. The process does not attempt to predict the direction of the market, nor does it have a view of any particular company in the portfolio. Instead, it employs a proprietary optimization process to build portfolios with the potential to outperform the index by capturing stocks’ natural volatility.

 

Within specific risk controls, INTECH’s disciplined mathematical process establishes target proportional weightings for stocks in the portfolio as a result of an optimization routine. Once the weights are determined and the portfolio is constructed, it is rebalanced and re-optimized on a periodic basis. By limiting the distance any one stock position can deviate from its benchmark weight, INTECH’s process attempts to manage the relative risk of the portfolio. We believe that instituting an investment process aimed at providing consistent, positive excess returns at benchmark-like risk, will allow us to meet our investors’ objectives while minimizing the risk of significant underperformance relative to the benchmark.

 

PERFORMANCE REVIEW

 

Relative volatility, which refers to stocks moving in relation to one another and to an index, was fairly stable over the past 12 months. This environment tends to be conducive to INTECH’s investment process.

 

In addition, an overall increase in market diversity over the past 12 months reflected a change in the distribution of capital, in which smaller stocks outperformed larger stocks on average. The Fund, which tends to overweight smaller cap stocks as they provide more relative volatility capture potential, benefited from an overall rise in market diversity over the period.

 

The strategy’s active sector positioning tends to vary over time and is a function of the volatility and correlation characteristics of the underlying stocks. Over the past 12 months, the portfolio’s average active sector positioning detracted from the strategy’s relative return. Specifically, an underweight position to one of the best performing sectors (information technology) and an overweight position to financials detracted from relative performance.

 

In INTECH’s history, which spans more than 27 years, we have experienced periods of both underperformance and outperformance relative to the benchmark. From our perspective, the key is to keep periods of underperformance both short in duration and mild in scope. INTECH aims to achieve excess returns over the long term and we believe the Fund remains well positioned for long-term capital growth.

 

INVESTMENT STRATEGY AND OUTLOOK

 

Going forward, we will continue building portfolios in a disciplined and deliberate manner, with risk management remaining the hallmark of our investment process. While we may experience short periods of underperformance, we aim to exceed the benchmark over a three- to five-year time horizon. As INTECH’s ongoing research efforts yield modest improvements, we will continue implementing changes that we believe are likely to improve the long-term results for our clients.

 

Thank you for your investment in INTECH U.S. Growth Fund.

 

30 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

INTECH U.S. Growth Fund At A Glance

5 Largest Equity Holdings – (% of Net Assets) 

 

As of June 30, 2014

         
Apple, Inc.
Technology Hardware, Storage & Peripherals
    1.6%  
Actavis PLC
Pharmaceuticals
    1.5%  
Lockheed Martin Corp.
Aerospace & Defense
    1.1%  
International Business Machines Corp.
Information Technology Services
    1.1%  
McGraw Hill Financial, Inc.
Diversified Financial Services
    1.1%  
         
      6.4%  

 

Asset Allocation – (% of Net Assets)

 

As of June 30, 2014

 

 

Top Country Allocations – Long Positions (% of Investment Securities) 

 

As of June 30, 2014

 

 

As of June 30, 2013

 

 

Janus Mathematical Funds | 31

 

 
 

 

INTECH U.S. Growth Fund (unaudited)

 

Performance

 

 

 

 

                       
Average Annual Total Return – for the periods ended June 30, 2014         Expense Ratios – per the October 28, 2013 prospectus
    One   Five   Ten   Since     Total Annual Fund
    Year   Year   Year   Inception*     Operating Expenses
                       
INTECH U.S. Growth Fund – Class A Shares                      
                       
NAV   26.56%   19.08%   7.09%   8.79%     0.90%
                       
MOP   19.31%   17.67%   6.68%   8.42%      
                       
INTECH U.S. Growth Fund – Class C Shares                      
                       
NAV   25.77%   18.10%   6.47%   8.17%     1.60%
                       
CDSC   24.77%   18.10%   6.47%   8.17%      
                       
INTECH U.S. Growth Fund – Class I Shares   27.02%   19.40%   7.09%   8.79%     0.58%
                       
INTECH U.S. Growth Fund – Class S Shares   26.40%   18.85%   7.09%   8.79%     1.06%
                       
INTECH U.S. Growth Fund – Class T Shares   26.78%   18.85%   7.09%   8.79%     0.81%
                       
Russell 1000® Growth Index   26.92%   19.24%   8.20%   9.49%      
                       
Morningstar Quartile – Class S Shares   2nd   2nd   3rd   3rd      
                       
Morningstar Ranking – based on total returns for Large Growth Funds   823/1,762   423/1,546   951/1,357   747/1,267      
                       

 

Returns quoted are past performance and do not guarantee future results; current performance may be lower or higher. Investment returns and principal value will vary; there may be a gain or loss when shares are sold. For the most recent month-end performance call 877.33JANUS(52687) or visit janus.com/advisor/mutual-funds.

 

Maximum Offering Price (MOP) returns include the maximum sales charge of 5.75%. Net Asset Value (NAV) returns exclude this charge, which would have reduced returns.

 

CDSC returns include a 1% contingent deferred sales charge (CDSC) on Shares redeemed within 12 months of purchase. NAV returns exclude this charge, which would have reduced returns.

 

 

See important disclosures on the next page.

 

32 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

The proprietary mathematical process used by INTECH Investment Management LLC (“INTECH”) may not achieve the desired results. The rebalancing techniques used by the Fund may result in a higher portfolio turnover rate, higher expenses and potentially higher net taxable gains or losses compared to a “buy and hold” or index fund strategy.

 

A Fund’s performance may be affected by risks that include those associated with nondiversification, non-investment grade debt securities, high-yield/high-risk securities, undervalued or overlooked companies, investments in specific industries or countries and potential conflicts of interest. Additional risks to a Fund may also include, but are not limited to, those associated with investing in foreign securities, emerging markets, initial public offerings, real estate investment trusts (REITs), derivatives, short sales, commodity-linked investments and companies with relatively small market capitalizations. Each Fund has different risks. Please see a Janus prospectus for more information about risks, Fund holdings and other details.

 

The Fund will normally invest at least 80% of its net assets, measured at the time of purchase, in the type of securities described by its name.

 

Returns include reinvestment of all dividends and distributions and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemptions of Fund shares. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.

 

Class A Shares, Class C Shares, Class I Shares, and Class S Shares commenced operations on July 6, 2009 after the reorganization of each class of the predecessor fund into corresponding shares of the Fund.

 

Performance shown for Class A Shares reflects the historical performance of the predecessor fund’s Class A Shares from September 30, 2004 to July 6, 2009 (prior to the reorganization), calculated using the fees and expenses of the predecessor fund’s Class A Shares, net of any applicable fee and expense limitations or waivers. Performance shown for certain periods prior to September 30, 2004, reflects the historical performance of the predecessor fund’s Class S Shares (formerly named Class I Shares), calculated using the fees and expenses of Class S Shares of the predecessor fund, net of any applicable fee and expense limitations or waivers.

 

Performance shown for Class C Shares and Class S Shares for periods prior to July 6, 2009, reflects the historical performance of each corresponding class of the predecessor fund respectively prior to the reorganization, calculated using the fees and expenses of the corresponding class of the predecessor fund respectively, net of any applicable fee and expense limitations or waivers.

 

Performance shown for Class I Shares reflects the performance of the predecessor fund’s Class I Shares from November 28, 2005 to July 6, 2009 (prior to the reorganization), calculated using the fees and expenses of the predecessor fund’s Class I Shares, net of any applicable fee and expense limitations or waivers. Performance shown for certain periods prior to November 28, 2005, reflects the historical performance of the predecessor fund’s Class S Shares (formerly named Class I Shares), calculated using the fees and expenses of Class S Shares of the predecessor fund, net of any applicable fee and expense limitations or waivers.

 

Class T Shares commenced operations on July 6, 2009. Performance shown for Class T Shares for periods prior to July 6, 2009, reflects the historical performance of the predecessor fund’s Class S Shares prior to the reorganization, calculated using the fees and expenses of Class S Shares, net of any applicable fee and expense limitations or waivers.

 

If each share class of the Fund had been available during periods prior to its commencement, the performance shown may have been different. The performance shown for periods following the Fund’s commencement of each share class reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers. Please refer to the Fund’s prospectuses for further details concerning historical performance.

 

Ranking is for the share class shown only; other classes may have different performance characteristics. When an expense waiver is in effect, it may have a material effect on the total return, and therefore the ranking for the period.

 

© 2014 Morningstar, Inc. All Rights Reserved.

 

There is no assurance that the investment process will consistently lead to successful investing.

 

See Notes to Schedules of Investments and Other Information for index definitions.

 

The weighting of securities within the Fund’s portfolio may differ significantly from the weightings within the index. The index is unmanaged and not available for direct investment; therefore its performance does not reflect the expenses associated with the active management of an actual portfolio.

 

See “Useful Information About Your Fund Report.”

     
*   The predecessor Fund’s inception date – January 2, 2003

 

Janus Mathematical Funds | 33

 

 
 

 

INTECH U.S. Growth Fund (unaudited)

 

Expense Examples

 

 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, such as sales charges (loads) on purchase payments (applicable to Class A Shares only); and (2) ongoing costs, including management fees; distribution and shareholder servicing (12b-1) fees; administrative services fees payable pursuant to the Transfer Agency Agreement; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The example is based upon an investment of $1,000 invested at the beginning of the period and held for the six-months indicated, unless noted otherwise in the table and footnotes below.

 

Actual Expenses

The information in the table under the heading “Actual” provides information about actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the appropriate column for your share class under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

 

Hypothetical Example for Comparison Purposes

The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based upon the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. 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 the 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. Additionally, for an analysis of the fees associated with an investment in any share class or other similar funds, please visit www.finra.org/fundanalyzer.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. These fees are fully described in the Fund’s prospectus. Therefore, the hypothetical examples are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher. 

                                                             
        Hypothetical        
    Actual   (5% return before expenses)        
    Beginning   Ending   Expenses   Beginning   Ending   Expenses        
    Account   Account   Paid During   Account   Account   Paid During   Net Annualized    
    Value   Value   Period   Value   Value   Period   Expense Ratio    
    (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14 - 6/30/14)    
 
 
Class A Shares   $1,000.00   $1,060.60   $4.75   $1,000.00   $1,020.18   $4.66   0.93%    
 
 
Class C Shares   $1,000.00   $1,057.10   $8.01   $1,000.00   $1,017.01   $7.85   1.57%    
 
 
Class I Shares   $1,000.00   $1,062.70   $3.07   $1,000.00   $1,021.82   $3.01   0.60%    
 
 
Class S Shares   $1,000.00   $1,059.80   $5.31   $1,000.00   $1,019.64   $5.21   1.04%    
 
 
Class T Shares   $1,000.00   $1,061.40   $4.14   $1,000.00   $1,020.78   $4.06   0.81%    
 
 

     
  Expenses Paid During Period are equal to the Net Annualized Expense Ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses in the examples include the effect of applicable fee waivers and/or expense reimbursements, if any. Had such waivers and/or reimbursements not been in effect, your expenses would have been higher. Please refer to the Notes to Financial Statements or the Fund’s prospectus for more information regarding waivers and/or reimbursements.

 

34 | JUNE 30, 2014

 

 
 

 

INTECH U.S. Growth Fund

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Common Stock – 99.5%            
Aerospace & Defense – 3.6%            
  8,000     B/E Aerospace, Inc.*   $ 739,920      
  9,700     Boeing Co.      1,234,131      
  5,500     Hexcel Corp.*     224,950      
  3,800     Honeywell International, Inc.      353,210      
  31,400     Huntington Ingalls Industries, Inc.      2,970,126      
  22,000     Lockheed Martin Corp.      3,536,060      
  7,500     Rockwell Collins, Inc.      586,050      
  9,200     Spirit AeroSystems Holdings, Inc. – Class A*     310,040      
  8,100     TransDigm Group, Inc.      1,354,806      
  3,800     United Technologies Corp.      438,710      
                     
              11,748,003      
Air Freight & Logistics – 0.2%            
  7,900     United Parcel Service, Inc. – Class B     811,014      
Airlines – 1.7%            
  6,500     Alaska Air Group, Inc.      617,825      
  50,000     American Airlines Group, Inc.*     2,148,000      
  32,800     Delta Air Lines, Inc.      1,270,016      
  27,100     Southwest Airlines Co.      727,906      
  16,800     United Continental Holdings, Inc.*     689,976      
                     
              5,453,723      
Auto Components – 1.5%            
  18,800     BorgWarner, Inc.      1,225,572      
  25,500     Delphi Automotive PLC     1,752,870      
  10,030     FNF Group*     275,424      
  3,343     FNFV Group*     58,502      
  31,600     Goodyear Tire & Rubber Co.      877,848      
  8,300     Visteon Corp.*     805,183      
                     
              4,995,399      
Automobiles – 0.6%            
  6,500     Harley-Davidson, Inc.      454,025      
  4,300     Tesla Motors, Inc.*,#     1,032,258      
  6,300     Thor Industries, Inc.      358,281      
                     
              1,844,564      
Beverages – 2.7%            
  5,500     Brown-Forman Corp. – Class B     517,935      
  37,500     Coca-Cola Co.      1,588,500      
  21,000     Coca-Cola Enterprises, Inc.      1,003,380      
  29,000     Constellation Brands, Inc. – Class A*     2,555,770      
  13,000     Dr Pepper Snapple Group, Inc.      761,540      
  17,600     Monster Beverage Corp.*     1,250,128      
  11,800     PepsiCo, Inc.      1,054,212      
                     
              8,731,465      
Biotechnology – 1.3%            
  16,400     Alkermes PLC*     825,412      
  800     Amgen, Inc.      94,696      
  700     Biogen Idec, Inc.*     220,717      
  29,600     Gilead Sciences, Inc.*     2,454,136      
  7,100     Incyte Corp., Ltd.*     400,724      
  7,700     Myriad Genetics, Inc.*,#     299,684      
                     
              4,295,369      
Building Products – 0.7%            
  22,566     Allegion PLC     1,279,041      
  11,100     Lennox International, Inc.      994,227      
                     
              2,273,268      
Capital Markets – 0.8%            
  3,300     Ameriprise Financial, Inc.      396,000      
  300     BlackRock, Inc.      95,880      
  8,000     Charles Schwab Corp.      215,440      
  4,400     Federated Investors, Inc. – Class B#     136,048      
  11,100     Lazard, Ltd. – Class A     572,316      
  14,500     LPL Financial Holdings, Inc.      721,230      
  6,000     SEI Investments Co.      196,620      
  6,200     Waddell & Reed Financial, Inc. – Class A     388,058      
                     
              2,721,592      
Chemicals – 4.5%            
  1,200     Albemarle Corp.      85,800      
  6,100     Celanese Corp.      392,108      
  23,900     Dow Chemical Co.      1,229,894      
  5,900     Eastman Chemical Co.      515,365      
  22,114     Ecolab, Inc.      2,462,173      
  11,200     EI du Pont de Nemours & Co.      732,928      
  15,600     FMC Corp.      1,110,564      
  6,600     International Flavors & Fragrances, Inc.      688,248      
  17,000     LyondellBasell Industries NV – Class A     1,660,050      
  4,400     Monsanto Co.      548,856      
  3,300     NewMarket Corp.      1,293,963      
  300     PPG Industries, Inc.      63,045      
  2,200     Praxair, Inc.      292,248      
  20,800     Scotts Miracle-Gro Co. – Class A     1,182,688      
  4,000     Sherwin-Williams Co.      827,640      
  7,900     Sigma-Aldrich Corp.      801,692      
  5,200     Westlake Chemical Corp.      435,552      
  4,000     WR Grace & Co.*     378,120      
                     
              14,700,934      
Commercial Banks – 0%            
  1,200     Signature Bank*     151,416      
Commercial Services & Supplies – 1.1%            
  16,400     Cintas Corp.      1,042,056      
  3,800     Clean Harbors, Inc.*     244,150      
  11,500     Copart, Inc.*     413,540      
  21,200     Pitney Bowes, Inc.      585,544      
  11,200     RR Donnelley & Sons Co.      189,952      
  3,900     Stericycle, Inc.*     461,838      
  3,400     Waste Connections, Inc.      165,070      
  8,900     Waste Management, Inc.      398,097      
                     
              3,500,247      
Communications Equipment – 2.5%            
  8,000     F5 Networks, Inc.*     891,520      
  9,200     Harris Corp.      696,900      
  52,700     Juniper Networks, Inc.*     1,293,258      
  24,800     Motorola Solutions, Inc.      1,650,936      
  12,900     Palo Alto Networks, Inc.*     1,081,665      
  26,400     QUALCOMM, Inc.      2,090,880      
  21,700     Riverbed Technology, Inc.*     447,671      
                     
              8,152,830      
Construction & Engineering – 0.9%            
  5,100     AECOM Technology Corp.*     164,220      
  23,700     Chicago Bridge & Iron Co. NV     1,616,340      
  3,400     Fluor Corp.      261,460      
  23,100     Quanta Services, Inc.*     798,798      
                     
              2,840,818      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 35

 

 
 

 

INTECH U.S. Growth Fund

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Construction Materials – 0.4%            
  2,900     Eagle Materials, Inc.    $ 273,412      
  7,700     Martin Marietta Materials, Inc.#     1,016,785      
                     
              1,290,197      
Consumer Finance – 0.7%            
  22,900     American Express Co.      2,172,523      
Containers & Packaging – 1.1%            
  2,900     AptarGroup, Inc.      194,329      
  15,400     Ball Corp.      965,272      
  2,800     Crown Holdings, Inc.*     139,328      
  27,600     Packaging Corp. of America     1,973,124      
  9,700     Silgan Holdings, Inc.      492,954      
                     
              3,765,007      
Distributors – 0.1%            
  5,300     Genuine Parts Co.      465,340      
Diversified Consumer Services – 0%            
  4,800     H&R Block, Inc.      160,896      
Diversified Financial Services – 2.1%            
  37,700     CBOE Holdings, Inc.      1,855,217      
  7,800     IntercontinentalExchange Group, Inc.      1,473,420      
  42,100     McGraw Hill Financial, Inc.      3,495,563      
  700     MSCI, Inc.*     32,095      
                     
              6,856,295      
Diversified Telecommunication Services – 0.4%            
  14,800     Level 3 Communications, Inc.*,#     649,868      
  2,300     Verizon Communications, Inc.      112,539      
  41,600     Windstream Holdings, Inc.#     414,336      
                     
              1,176,743      
Electric Utilities – 0.7%            
  62,100     ITC Holdings Corp.      2,265,408      
Electrical Equipment – 0.4%            
  2,100     AMETEK, Inc.      109,788      
  8,500     Babcock & Wilcox Co.      275,910      
  7,300     Emerson Electric Co.      484,428      
  1,100     Hubbell, Inc. – Class B     135,465      
  2,700     Rockwell Automation, Inc.      337,932      
                     
              1,343,523      
Electronic Equipment, Instruments & Components – 0.2%            
  2,400     Amphenol Corp. – Class A     231,216      
  6,900     FLIR Systems, Inc.      239,637      
  1,500     Zebra Technologies Corp. – Class A*     123,480      
                     
              594,333      
Energy Equipment & Services – 1.2%            
  7,600     Baker Hughes, Inc.      565,820      
  18,800     Cameron International Corp.*     1,272,948      
  1,700     Dresser-Rand Group, Inc.*     108,341      
  14,900     Halliburton Co.      1,058,049      
  9,200     Schlumberger, Ltd. (U.S. Shares)     1,085,140      
                     
              4,090,298      
Food & Staples Retailing – 0.9%            
  1,200     Costco Wholesale Corp.      138,192      
  18,900     CVS Caremark Corp.      1,424,493      
  7,300     Kroger Co.      360,839      
  9,900     Safeway, Inc.      339,966      
  1,700     Sysco Corp.      63,665      
  3,900     Wal-Mart Stores, Inc.      292,773      
  4,200     Walgreen Co.      311,346      
                     
              2,931,274      
Food Products – 1.8%            
  11,700     Archer-Daniels-Midland Co.      516,087      
  11,400     General Mills, Inc.      598,956      
  13,200     Hershey Co.      1,285,284      
  13,300     Hillshire Brands Co.      828,590      
  16,800     Hormel Foods Corp.      829,080      
  1,600     Kellogg Co.      105,120      
  3,500     Keurig Green Mountain, Inc.      436,135      
  3,600     Kraft Foods Group, Inc.      215,820      
  3,000     McCormick & Co., Inc.      214,770      
  1,000     Mead Johnson Nutrition Co.      93,170      
  25,300     WhiteWave Foods Co.*     818,961      
                     
              5,941,973      
Gas Utilities – 0.1%            
  8,300     Questar Corp.      205,840      
Health Care Equipment & Supplies – 2.5%            
  6,200     Baxter International, Inc.      448,260      
  9,000     Becton Dickinson and Co.      1,064,700      
  5,400     CR Bard, Inc.      772,254      
  8,600     Edwards Lifesciences Corp.*     738,224      
  14,500     IDEXX Laboratories, Inc.*     1,936,765      
  4,800     ResMed, Inc.#     243,024      
  5,400     Sirona Dental Systems, Inc.*     445,284      
  11,000     St Jude Medical, Inc.      761,750      
  7,900     Stryker Corp.      666,128      
  9,700     Varian Medical Systems, Inc.*     806,458      
  4,000     Zimmer Holdings, Inc.      415,440      
                     
              8,298,287      
Health Care Providers & Services – 3.1%            
  12,200     Aetna, Inc.      989,176      
  34,000     AmerisourceBergen Corp.      2,470,440      
  10,300     Brookdale Senior Living, Inc.*     343,402      
  3,100     Catamaran Corp. (U.S. Shares)*     136,896      
  5,000     Cigna Corp.      459,850      
  2,100     DaVita HealthCare Partners, Inc.*     151,872      
  18,735     Express Scripts Holding Co.*     1,298,898      
  9,400     HCA Holdings, Inc.      529,972      
  6,700     Henry Schein, Inc.*     795,089      
  3,100     Laboratory Corp. of America Holdings*     317,440      
  6,200     McKesson Corp.      1,154,502      
  18,500     MEDNAX, Inc.*     1,075,775      
  4,000     Patterson Cos., Inc.      158,040      
  4,800     Universal Health Services, Inc. – Class B     459,648      
                     
              10,341,000      
Hotels, Restaurants & Leisure – 2.8%            
  22,700     Brinker International, Inc.      1,104,355      
  42,800     Burger King Worldwide, Inc.#     1,165,016      
  13,100     Domino’s Pizza, Inc.      957,479      
  5,700     Dunkin’ Brands Group, Inc.      261,117      
  7,800     Las Vegas Sands Corp.      594,516      
  14,000     Marriott International, Inc. – Class A     897,400      
  12,800     McDonald’s Corp.      1,289,472      
  800     Panera Bread Co. – Class A*     119,864      
  7,900     Six Flags Entertainment Corp.      336,145      
  4,100     Starwood Hotels & Resorts Worldwide, Inc.      331,362      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

36 | JUNE 30, 2014

 

 
 

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Hotels, Restaurants & Leisure – (continued)            
  7,200     Wyndham Worldwide Corp.    $ 545,184      
  7,200     Wynn Resorts, Ltd.      1,494,432      
                     
              9,096,342      
Household Durables – 1.1%            
  2,400     Jarden Corp.*     142,440      
  18,500     Newell Rubbermaid, Inc.      573,315      
  1,500     NVR, Inc.*     1,725,900      
  22,900     PulteGroup, Inc.      461,664      
  9,400     Tempur Sealy International, Inc.*     561,180      
  1,400     Whirlpool Corp.      194,908      
                     
              3,659,407      
Household Products – 2.2%            
  15,800     Church & Dwight Co., Inc.      1,105,210      
  15,400     Clorox Co.#     1,407,560      
  30,400     Colgate-Palmolive Co.      2,072,672      
  24,900     Kimberly-Clark Corp.      2,769,378      
                     
              7,354,820      
Independent Power and Renewable Electricity Producers – 0.1%            
  10,900     Calpine Corp.*     259,529      
Industrial Conglomerates – 1.0%            
  20,000     3M Co.      2,864,800      
  1,600     Carlisle Cos., Inc.      138,592      
  1,600     Roper Industries, Inc.      233,616      
                     
              3,237,008      
Information Technology Services – 8.0%            
  16,200     Accenture PLC – Class A (U.S. Shares)     1,309,608      
  11,700     Alliance Data Systems Corp.*     3,290,625      
  27,900     Automatic Data Processing, Inc.      2,211,912      
  38,900     Broadridge Financial Solutions, Inc.      1,619,796      
  31,600     Cognizant Technology Solutions Corp. – Class A*     1,545,556      
  20,100     DST Systems, Inc.      1,852,617      
  6,800     Fidelity National Information Services, Inc.      372,232      
  11,800     Fiserv, Inc.*     711,776      
  11,400     FleetCor Technologies, Inc.*     1,502,520      
  26,600     Gartner, Inc.*     1,875,832      
  23,700     Genpact, Ltd.      415,461      
  15,200     Global Payments, Inc.      1,107,320      
  19,300     International Business Machines Corp.      3,498,511      
  32,900     Jack Henry & Associates, Inc.      1,955,247      
  34,800     Paychex, Inc.      1,446,288      
  1,400     Vantiv, Inc. – Class A*     47,068      
  7,500     Visa, Inc. – Class A     1,580,325      
                     
              26,342,694      
Insurance – 1.2%            
  1,600     American Financial Group, Inc.      95,296      
  18,400     Aon PLC     1,657,656      
  8,800     Axis Capital Holdings, Ltd.      389,664      
  35,700     Marsh & McLennan Cos., Inc.      1,849,974      
                     
              3,992,590      
Internet & Catalog Retail – 0.9%            
  200     Amazon.com, Inc.*     64,956      
  5,100     Expedia, Inc.      401,676      
  7,800     HomeAway, Inc.*     271,596      
  9,600     Liberty Interactive Corp. – Class A*     281,856      
  1,900     Liberty Ventures*     140,220      
  3,000     Netflix, Inc.*     1,321,800      
  400     Priceline Group, Inc.*     481,200      
                     
              2,963,304      
Internet Software & Services – 2.6%            
  5,100     eBay, Inc.*     255,306      
  3,900     Equinix, Inc.*     819,351      
  30,500     Facebook, Inc. – Class A*     2,052,345      
  2,800     Google, Inc. – Class A*     1,637,076      
  2,800     Google, Inc. – Class C*     1,610,784      
  17,100     IAC/InterActiveCorp     1,183,833      
  1,800     Twitter, Inc.*     73,746      
  18,600     VeriSign, Inc.#     907,866      
                     
              8,540,307      
Leisure Products – 0.4%            
  18,400     Hasbro, Inc.#     976,120      
  1,800     Polaris Industries, Inc.      234,432      
                     
              1,210,552      
Life Sciences Tools & Services – 1.4%            
  17,400     Agilent Technologies, Inc.      999,456      
  4,700     Bruker Corp.*     114,069      
  8,900     Charles River Laboratories International, Inc.*     476,328      
  2,400     Covance, Inc.*     205,392      
  15,800     Illumina, Inc.*,#     2,820,932      
                     
              4,616,177      
Machinery – 4.6%            
  5,600     Caterpillar, Inc.      608,552      
  13,200     Colfax Corp.*     983,928      
  2,800     Crane Co.      208,208      
  3,500     Cummins, Inc.      540,015      
  6,700     Deere & Co.      606,685      
  5,100     Donaldson Co., Inc.      215,832      
  3,300     Dover Corp.      300,135      
  6,300     Flowserve Corp.      468,405      
  5,900     IDEX Corp.      476,366      
  10,400     Illinois Tool Works, Inc.      910,624      
  10,700     Ingersoll-Rand PLC     668,857      
  10,200     Lincoln Electric Holdings, Inc.      712,776      
  63,900     Manitowoc Co., Inc.      2,099,754      
  1,500     Nordson Corp.      120,285      
  9,000     PACCAR, Inc.      565,470      
  7,600     Pall Corp.      648,964      
  900     Snap-on, Inc.      106,668      
  1,800     Stanley Black & Decker, Inc.      158,076      
  27,400     Toro Co.      1,742,640      
  1,800     Valmont Industries, Inc.      273,510      
  7,200     WABCO Holdings, Inc.*     769,104      
  21,800     Wabtec Corp.      1,800,462      
                     
              14,985,316      
Marine – 0.1%            
  2,800     Kirby Corp.*     327,992      
Media – 4.4%            
  900     CBS Corp. – Class B     55,926      
  51,700     Comcast Corp. – Class A     2,775,256      
  4,600     DIRECTV*     391,046      
  30,200     DISH Network Corp. – Class A     1,965,416      
  20,400     Interpublic Group of Cos., Inc.      398,004      
  4,200     Lamar Advertising Co. – Class A     222,600      
  11,300     News Corp. – Class A*     202,722      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 37

 

 
 

 

INTECH U.S. Growth Fund

 

Schedule of Investments

 

As of June 30, 2014 

                     
Shares   Value      
 
Media – (continued)            
  20,300     Omnicom Group, Inc.    $ 1,445,766      
  16,900     Starz – Class A*     503,451      
  22,200     Time Warner Cable, Inc.      3,270,060      
  19,700     Viacom, Inc. – Class B     1,708,581      
  19,200     Walt Disney Co.      1,646,208      
                     
              14,585,036      
Metals & Mining – 0.5%            
  1,500     Compass Minerals International, Inc.      143,610      
  12,800     Royal Gold, Inc.      974,336      
  14,600     Southern Copper Corp.      443,402      
                     
              1,561,348      
Multiline Retail – 0.3%            
  3,900     Big Lots, Inc.      178,230      
  4,300     Dillard’s, Inc. – Class A#     501,423      
  3,700     Macy’s, Inc.      214,674      
                     
              894,327      
Oil, Gas & Consumable Fuels – 4.4%            
  1,900     Anadarko Petroleum Corp.      207,993      
  3,900     Cabot Oil & Gas Corp.      133,146      
  18,300     Cheniere Energy, Inc.*     1,312,110      
  6,300     Cobalt International Energy, Inc.*     115,605      
  8,100     Concho Resources, Inc.*     1,170,450      
  3,000     Continental Resources, Inc.*     474,120      
  6,100     EOG Resources, Inc.      712,846      
  19,400     EQT Corp.      2,073,860      
  25,100     Gulfport Energy Corp.*     1,576,280      
  2,100     Noble Energy, Inc.      162,666      
  16,800     ONEOK, Inc.      1,143,744      
  800     QEP Resources, Inc.      27,600      
  10,700     Range Resources Corp.      930,365      
  20,900     SM Energy Co.      1,757,690      
  23,300     Southwestern Energy Co.*     1,059,917      
  1,700     Whiting Petroleum Corp.*     136,425      
  18,000     Williams Cos., Inc.      1,047,780      
  10,100     World Fuel Services Corp.      497,223      
                     
              14,539,820      
Pharmaceuticals – 5.0%            
  13,400     AbbVie, Inc.      756,296      
  21,824     Actavis PLC*,#     4,867,843      
  6,000     Allergan, Inc.      1,015,320      
  12,700     Eli Lilly & Co.      789,559      
  24,100     Endo International PLC*     1,687,482      
  21,000     Jazz Pharmaceuticals PLC*     3,087,210      
  6,500     Johnson & Johnson     680,030      
  31,100     Mylan, Inc.*     1,603,516      
  10,000     Perrigo Co. PLC     1,457,600      
  4,900     Salix Pharmaceuticals, Ltd.*,#     604,415      
                     
              16,549,271      
Professional Services – 0.7%            
  3,400     Dun & Bradstreet Corp.#     374,680      
  8,900     Equifax, Inc.      645,606      
  23,200     Nielsen Holdings NV     1,123,112      
  5,500     Robert Half International, Inc.      262,570      
                     
              2,405,968      
Real Estate Investment Trusts (REITs) – 2.8%            
  2,300     American Tower Corp.      206,954      
  16,100     Apartment Investment & Management Co. – Class A     519,547      
  4,600     Boston Properties, Inc.      543,628      
  3,100     Corrections Corp. of America     101,835      
  12,600     Digital Realty Trust, Inc.#     734,832      
  26,300     Equity Lifestyle Properties, Inc.      1,161,408      
  6,700     Extra Space Storage, Inc.      356,775      
  6,700     Federal Realty Investment Trust     810,164      
  17,100     Omega Healthcare Investors, Inc.#     630,306      
  4,400     Public Storage     753,940      
  8,700     Regency Centers Corp.      484,416      
  3,500     Senior Housing Properties Trust     85,015      
  4,100     Simon Property Group, Inc.      681,748      
  36,300     Spirit Realty Capital, Inc.      412,368      
  6,800     Tanger Factory Outlet Centers     237,796      
  6,000     Taubman Centers, Inc.      454,860      
  5,700     Ventas, Inc.      365,370      
  5,700     Vornado Realty Trust     608,361      
  850     Washington Prime Group, Inc.*     15,929      
                     
              9,165,252      
Real Estate Management & Development – 0.3%            
  28,400     CBRE Group, Inc. – Class A*     909,936      
Road & Rail – 1.6%            
  8,100     Avis Budget Group, Inc.*     483,489      
  13,600     CSX Corp.      419,016      
  13,200     Hertz Global Holdings, Inc.*     369,996      
  2,500     JB Hunt Transport Services, Inc.      184,450      
  6,100     Landstar System, Inc.      390,400      
  6,200     Norfolk Southern Corp.      638,786      
  14,800     Old Dominion Freight Line, Inc.*     942,464      
  17,400     Union Pacific Corp.      1,735,650      
                     
              5,164,251      
Semiconductor & Semiconductor Equipment – 3.0%            
  85,700     Advanced Micro Devices, Inc.*,#     359,083      
  1,400     Analog Devices, Inc.      75,698      
  9,100     Applied Materials, Inc.      205,205      
  20,500     Avago Technologies, Ltd.      1,477,435      
  23,400     Broadcom Corp. – Class A     868,608      
  45,600     Intel Corp.      1,409,040      
  14,100     Linear Technology Corp.      663,687      
  15,200     Maxim Integrated Products, Inc.      513,912      
  11,500     Microchip Technology, Inc.#     561,315      
  52,900     ON Semiconductor Corp.*     483,506      
  8,900     Silicon Laboratories, Inc.*     438,325      
  27,700     Skyworks Solutions, Inc.      1,300,792      
  17,600     Texas Instruments, Inc.      841,104      
  11,100     Xilinx, Inc.      525,141      
                     
              9,722,851      
Software – 2.7%            
  7,400     Autodesk, Inc.*     417,212      
  29,800     Cadence Design Systems, Inc.*     521,202      
  7,000     Electronic Arts, Inc.*     251,090      
  37,300     Fortinet, Inc.*     937,349      
  23,200     Intuit, Inc.      1,868,296      
  43,800     Microsoft Corp.      1,826,460      
  19,100     Oracle Corp.      774,123      
  4,300     Red Hat, Inc.*     237,661      
  5,200     Rovi Corp.*     124,592      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

38 | JUNE 30, 2014

 

 
 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Software – (continued)            
  6,500     Salesforce.com, Inc.*   $ 377,520      
  12,000     SolarWinds, Inc.*     463,920      
  4,000     Solera Holdings, Inc.      268,600      
  4,200     VMware, Inc. – Class A*     406,602      
  2,600     Workday, Inc. – Class A*     233,636      
                     
              8,708,263      
Specialty Retail – 2.8%            
  2,400     Aaron’s, Inc.      85,536      
  3,500     Advance Auto Parts, Inc.      472,220      
  2,600     AutoZone, Inc.*     1,394,224      
  1,500     Cabela’s, Inc.*     93,600      
  12,400     Chico’s FAS, Inc.      210,304      
  7,300     Dick’s Sporting Goods, Inc.      339,888      
  7,900     DSW, Inc. – Class A     220,726      
  8,500     Foot Locker, Inc.      431,120      
  2,700     Gap, Inc.      112,239      
  13,200     GNC Holdings, Inc. – Class A     450,120      
  23,200     Home Depot, Inc.      1,878,272      
  2,100     Lowe’s Cos., Inc.      100,779      
  8,500     O’Reilly Automotive, Inc.*     1,280,100      
  4,600     Ross Stores, Inc.      304,198      
  1,500     Signet Jewelers, Ltd.      165,885      
  4,500     Tiffany & Co.      451,125      
  19,200     TJX Cos., Inc.      1,020,480      
  2,100     Williams-Sonoma, Inc.      150,738      
                     
              9,161,554      
Technology Hardware, Storage & Peripherals – 1.9%            
  900     3D Systems Corp.*     53,820      
  57,400     Apple, Inc.      5,334,182      
  18,600     EMC Corp.      489,924      
  2,100     SanDisk Corp.      219,303      
                     
              6,097,229      
Textiles, Apparel & Luxury Goods – 1.4%            
  5,400     Carter’s, Inc.      372,222      
  4,900     Deckers Outdoor Corp.*     423,017      
  1,900     Hanesbrands, Inc.      187,036      
  9,000     Michael Kors Holdings, Ltd.*     797,850      
  3,600     NIKE, Inc. – Class B     279,180      
  17,200     Under Armour, Inc. – Class A*     1,023,228      
  21,600     VF Corp.      1,360,800      
                     
              4,443,333      
Tobacco – 2.0%            
  58,200     Altria Group, Inc.      2,440,908      
  41,900     Lorillard, Inc.      2,554,643      
  1,400     Philip Morris International, Inc.      118,034      
  24,400     Reynolds American, Inc.      1,472,540      
                     
              6,586,125      
Trading Companies & Distributors – 0.8%            
  6,500     Fastenal Co.      321,685      
  8,000     MRC Global, Inc.*     226,320      
  2,700     MSC Industrial Direct Co., Inc. – Class A     258,228      
  18,800     United Rentals, Inc.*     1,968,924      
                     
              2,775,157      
Water Utilities – 0%            
  4,500     Aqua America, Inc.      117,990      
Wireless Telecommunication Services – 0.7%            
  22,700     SBA Communications Corp. – Class A*     2,322,210      
 
 
Total Common Stock (cost $257,734,747)     326,415,538      
 
 
Money Market – 0.5%            
  1,608,052     Janus Cash Liquidity Fund LLC, 0.0737%°°,£ (cost $1,608,052)     1,608,052      
 
 
Investment Purchased with Cash Collateral From Securities Lending – 4.1%            
  13,402,841     Janus Cash Collateral Fund LLC, 0.0689%°°,£ (cost $13,402,841)     13,402,841      
 
 
Total Investments (total cost $272,745,640) – 104.1%     341,426,431      
 
 
Liabilities, net of Cash, Receivables and Other Assets – (4.1)%     (13,344,030)      
 
 
Net Assets – 100%   $ 328,082,401      
 
 

 

Summary of Investments by Country – (Long Positions) (unaudited) 

                 
          % of Investment
Country   Value     Securities
 
 
United States††   $ 340,430,672       99 .7%
Peru     443,402       0 .1
India     415,461       0 .1
Canada     136,896       0 .1
 
 
Total   $ 341,426,431       100 .0%
 
 

     
††   Includes Cash Equivalents of 4.4%.

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds | 39 

 
 

 

INTECH U.S. Value Fund (unaudited)

 

             
FUND SNAPSHOT
We believe we can add value using natural stock price volatility through a mathematically-based, risk-managed process. We do not pick individual stocks or forecast their excess returns, but use natural stock price volatility and correlation characteristics to attempt to generate an excess return. Essentially, we adjust the capitalization weights of a benchmark portfolio to potentially more efficient combinations.
          Managed by
INTECH Investment
Management LLC

  

 

 

PERFORMANCE OVERVIEW

 

For the 12-month period ended June 30, 2014, INTECH U.S. Value Fund’s Class I Shares returned 25.48%. This compares to the 23.81% return posted by the Russell 1000 Value Index, the Fund’s benchmark.

 

INVESTMENT STRATEGY

 

INTECH’s mathematical investing process seeks to build a more efficient portfolio than its benchmark, with returns in excess of the index while maintaining benchmark-like risk. The process does not attempt to predict the direction of the market, nor does it have a view of any particular company in the portfolio. Instead, it employs a proprietary optimization process to build portfolios with the potential to outperform the index by capturing stocks’ natural volatility.

 

Within specific risk controls, INTECH’s disciplined mathematical process establishes target proportional weightings for stocks in the portfolio as a result of an optimization routine. Once the weights are determined and the portfolio is constructed, it is rebalanced and re-optimized on a periodic basis. By limiting the distance any one stock position can deviate from its benchmark weight, INTECH’s process attempts to manage the relative risk of the portfolio. We believe that instituting an investment process aimed at providing consistent, positive excess returns at benchmark-like risk, will allow us to meet our investors’ objectives while minimizing the risk of significant underperformance relative to the benchmark.

 

During the second quarter of 2014, as a result of INTECH’s ongoing research efforts, INTECH adjusted the optimization of the Fund. This change aims to potentially increase the Fund’s long-term excess return over the benchmark. This adjustment does not reflect a change in the underlying mathematical theory on which the investment process is based.

 

PERFORMANCE REVIEW

 

Relative volatility, which refers to stocks moving in relation to one another and to an index, was fairly stable over the past 12 months. This environment tends to be conducive to INTECH’s investment process.

 

In addition, an overall increase in market diversity over the past 12 months reflected a change in the distribution of capital, in which smaller stocks outperformed larger stocks. INTECH U.S. Value Fund, which tends to overweight smaller cap stocks as they provide more relative volatility capture potential, benefited from an overall rise in market diversity over the period.

 

The strategy’s active sector positioning tends to vary over time and is a function of the volatility and correlation characteristics of the underlying stocks. The Fund was underweight on average the best-performing materials sector over the period, which detracted from relative performance. However, the Fund was also overweight on average the information technology and underweight the utilities sector, which contributed, and overall the portfolio’s average active sector positioning contributed to the strategy’s relative return.

 

In INTECH’s history, which spans more than 27 years, we have experienced periods of both underperformance and outperformance relative to the benchmark. From our perspective, the key is to keep periods of underperformance both short in duration and mild in scope. INTECH aims to achieve excess returns over the long term and we believe the Fund remains well positioned for long-term capital growth.

 

OUTLOOK

 

Going forward, we will continue building portfolios in a disciplined and deliberate manner, with risk management remaining the hallmark of our investment process. While we may experience short periods of underperformance, we seek to exceed the benchmark over a three- to five-year time horizon. As INTECH’s ongoing research efforts yield modest improvements, we will continue implementing

 

40 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

changes that we believe are likely to improve the long-term results for our clients.

 

Thank you for your investment in INTECH U.S. Value Fund.

 

Janus Mathematical Funds | 41

 

 
 

 

INTECH U.S. Value Fund (unaudited)

 

INTECH U.S. Value Fund At A Glance

5 Largest Equity Holdings – (% of Net Assets)

 

As of June 30, 2014

         
Exxon Mobil Corp.
Oil, Gas & Consumable Fuels
    1.9%  
Tyson Foods, Inc. – Class A
Food Products
    1.8%  
U.S. Bancorp
Commercial Banks
    1.7%  
Helmerich & Payne, Inc.
Energy Equipment & Services
    1.6%  
Sempra Energy
Multi-Utilities
    1.5%  
         
      8.5%  

 

Asset Allocation – (% of Net Assets) 

 

As of June 30, 2014

 

 

Top Country Allocations – Long Positions (% of Investment Securities)

 

As of June 30, 2014

 

 

As of June 30, 2013

 

 

42 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

Performance 

 

 

 

                   
Average Annual Total Return – for the periods ended June 30, 2014         Expense Ratios – per the October 28, 2013 prospectus
    One   Five   Since     Total Annual Fund
    Year   Year   Inception*     Operating Expenses
                   
INTECH U.S. Value Fund – Class A Shares                  
                   
NAV   24.98%   19.20%   7.09%     1.01%
                   
MOP   17.79%   17.81%   6.35%      
                   
INTECH U.S. Value Fund – Class C Shares                  
                   
NAV   24.20%   18.39%   6.31%     1.74%
                   
CDSC   23.20%   18.39%   6.31%      
                   
INTECH U.S. Value Fund – Class I Shares   25.48%   19.54%   7.36%     0.71%
                   
INTECH U.S. Value Fund – Class S Shares   25.01%   19.11%   6.92%     1.20%
                   
INTECH U.S. Value Fund – Class T Shares   25.27%   19.28%   6.99%     0.95%
                   
Russell 1000® Value Index   23.81%   19.23%   7.19%      
                   
Morningstar Quartile – Class I Shares   1st   1st   2nd      
                   
Morningstar Ranking – based on total returns for Large Value Funds   140/1,290   98/1,130   359/1,028      
                   

 

Returns quoted are past performance and do not guarantee future results; current performance may be lower or higher. Investment returns and principal value will vary; there may be a gain or loss when shares are sold. For the most recent month-end performance call 877.33JANUS(52687) or visit janus.com/advisor/mutual-funds.

 

Maximum Offering Price (MOP) returns include the maximum sales charge of 5.75%. Net Asset Value (NAV) returns exclude this charge, which would have reduced returns.

 

CDSC returns include a 1% contingent deferred sales charge (CDSC) on Shares redeemed within 12 months of purchase. NAV returns exclude this charge, which would have reduced returns. 

 

 

See important disclosures on the next page.

 

Janus Mathematical Funds | 43

 

 
 

 

INTECH U.S. Value Fund (unaudited)

 

The proprietary mathematical process used by INTECH Investment Management LLC (“INTECH”) may not achieve the desired results. The rebalancing techniques used by the Fund may result in a higher portfolio turnover rate, higher expenses and potentially higher net taxable gains or losses compared to a “buy and hold” or index fund strategy.

 

A Fund’s performance may be affected by risks that include those associated with non-diversification, non-investment grade debt securities, high-yield/high-risk securities, undervalued or overlooked companies, investments in specific industries or countries and potential conflicts of interest. Additional risks to a Fund may also include, but are not limited to, those associated with investing in foreign securities, emerging markets, initial public offerings, real estate investment trusts (REITs), derivatives, short sales, commodity-linked investments and companies with relatively small market capitalizations. Each Fund has different risks. Please see a Janus prospectus for more information about risks, Fund holdings and other details.

 

The Fund will normally invest at least 80% of its net assets, measured at the time of purchase, in the type of securities described by its name.

 

Returns include reinvestment of all dividends and distributions and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemptions of Fund shares. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.

 

Class A Shares, Class C Shares, Class I Shares, and Class S Shares commenced operations on July 6, 2009, after the reorganization of each class of the predecessor fund into corresponding shares of the Fund. Performance shown for each class for periods prior to July 6, 2009, reflects the historical performance of each corresponding class of the predecessor fund prior to the reorganization, calculated using the fees and expenses of the corresponding class of the predecessor fund respectively, net of any applicable fee and expense limitations or waivers.

 

Class T Shares commenced operations on July 6, 2009. Performance shown for periods prior to July 6, 2009, reflects the historical performance of the predecessor fund’s Class I Shares, calculated using the fees and expenses of Class T Shares, without the effect of any fee and expense limitations or waivers.

 

If each share class of the Fund had been available during periods prior to its commencement, the performance shown may have been different. The performance shown for periods following the Fund’s commencement of each share class reflects the fees and expenses of each respective share class, net of any applicable fee and expense limitations or waivers. Please refer to the Fund’s prospectuses for further details concerning historical performance.

 

Ranking is for the share class shown only; other classes may have different performance characteristics. When an expense waiver is in effect, it may have a material effect on the total return, and therefore the ranking for the period.

 

© 2014 Morningstar, Inc. All Rights Reserved.

 

There is no assurance that the investment process will consistently lead to successful investing.

 

See Notes to Schedules of Investments and Other Information for index definitions.

 

The weighting of securities within the Fund’s portfolio may differ significantly from the weightings within the index. The index is unmanaged and not available for direct investment; therefore its performance does not reflect the expenses associated with the active management of an actual portfolio.

 

See “Useful Information About Your Fund Report.”

     
*   The predecessor Fund’s inception date – December 30, 2005

 

44 | JUNE 30, 2014

 

 
 

 

(unaudited)

 

Expense Examples

 

 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, such as sales charges (loads) on purchase payments (applicable to Class A Shares only); and (2) ongoing costs, including management fees; distribution and shareholder servicing (12b-1) fees; administrative services fees payable pursuant to the Transfer Agency Agreement; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The example is based upon an investment of $1,000 invested at the beginning of the period and held for the six-months indicated, unless noted otherwise in the table and footnotes below.

 

Actual Expenses

The information in the table under the heading “Actual” provides information about actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the appropriate column for your share class under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

 

Hypothetical Example for Comparison Purposes

The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based upon the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. 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 the 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. Additionally, for an analysis of the fees associated with an investment in any share class or other similar funds, please visit www.finra.org/fundanalyzer.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. These fees are fully described in the Fund’s prospectus. Therefore, the hypothetical examples are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

 

        Hypothetical        
    Actual   (5% return before expenses)        
    Beginning   Ending   Expenses   Beginning   Ending   Expenses        
    Account   Account   Paid During   Account   Account   Paid During   Net Annualized    
    Value   Value   Period   Value   Value   Period   Expense Ratio    
    (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14)   (6/30/14)   (1/1/14 - 6/30/14)   (1/1/14 - 6/30/14)    
 
 
Class A Shares   $ 1,000.00     $ 1,071.70     $5.14     $ 1,000.00     $ 1,019.84     $5.01       1.00%      
 
 
Class C Shares   $ 1,000.00     $ 1,068.60     $8.21     $ 1,000.00     $ 1,016.86     $8.00       1.60%      
 
 
Class I Shares   $ 1,000.00     $ 1,072.90     $3.34     $ 1,000.00     $ 1,021.57     $3.26       0.65%      
 
 
Class S Shares   $ 1,000.00     $ 1,072.80     $4.21     $ 1,000.00     $ 1,020.73     $4.11       0.82%      
 
 
Class T Shares   $ 1,000.00     $ 1,072.40     $4.57     $ 1,000.00     $ 1,020.38     $4.46       0.89%      
 
 

 

  Expenses Paid During Period are equal to the Net Annualized Expense Ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses in the examples include the effect of applicable fee waivers and/or expense reimbursements, if any. Had such waivers and/or reimbursements not been in effect, your expenses would have been higher. Please refer to the Notes to Financial Statements or the Fund’s prospectus for more information regarding waivers and/or reimbursements.

 

Janus Mathematical Funds 45 

 

 

INTECH U.S. Value Fund

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Common Stock – 99.4%            
Aerospace & Defense – 5.0%            
  10,300     Alliant Techsystems, Inc.    $ 1,379,376      
  33,000     Exelis, Inc.      560,340      
  3,900     General Dynamics Corp.      454,545      
  8,300     L-3 Communications Holdings, Inc.      1,002,225      
  8,300     Northrop Grumman Corp.      992,929      
  13,800     Raytheon Co.      1,273,050      
  1,300     Rockwell Collins, Inc.      101,582      
  5,000     Spirit AeroSystems Holdings, Inc. – Class A*     168,500      
  1,000     Textron, Inc.      38,290      
  2,900     United Technologies Corp.      334,805      
                     
              6,305,642      
Airlines – 3.1%            
  1,800     Alaska Air Group, Inc.      171,090      
  19,100     American Airlines Group, Inc.*     820,536      
  33,500     Delta Air Lines, Inc.      1,297,120      
  60,600     Southwest Airlines Co.      1,627,716      
                     
              3,916,462      
Auto Components – 1.1%            
  28,587     FNF Group*     784,999      
  9,528     FNFV Group*     166,741      
  4,100     Lear Corp.      366,212      
                     
              1,317,952      
Beverages – 0.2%            
  2,800     Constellation Brands, Inc. – Class A*     246,764      
  100     Molson Coors Brewing Co. – Class B     7,416      
                     
              254,180      
Building Products – 0.1%            
  2,266     Allegion PLC     128,437      
Capital Markets – 2.5%            
  10,300     Ameriprise Financial, Inc.      1,236,000      
  7,200     Ares Capital Corp.      128,592      
  18,400     E*TRADE Financial Corp.*     391,184      
  10,200     Legg Mason, Inc.#     523,362      
  900     LPL Financial Holdings, Inc.      44,766      
  600     Northern Trust Corp.      38,526      
  8,900     Raymond James Financial, Inc.      451,497      
  9,500     TD Ameritrade Holding Corp.      297,825      
                     
              3,111,752      
Chemicals – 1.8%            
  800     Ashland, Inc.      86,992      
  16,800     Cabot Corp.      974,232      
  3,300     Cytec Industries, Inc.      347,886      
  4,200     Dow Chemical Co.      216,132      
  6,400     Huntsman Corp.      179,840      
  800     PPG Industries, Inc.      168,120      
  1,200     Sigma-Aldrich Corp.      121,776      
  1,800     Westlake Chemical Corp.      150,768      
                     
              2,245,746      
Commercial Banks – 6.5%            
  65,200     Bank of America Corp.      1,002,124      
  7,300     BankUnited, Inc.      244,404      
  23,300     BB&T Corp.      918,719      
  5,700     Comerica, Inc.      285,912      
  350     Commerce Bancshares, Inc.      16,275      
  4,800     Cullen/Frost Bankers, Inc.      381,216      
  1,700     East West Bancorp, Inc.      59,483      
  29,800     Fifth Third Bancorp     636,230      
  5,600     First Republic Bank     307,944      
  31,200     Huntington Bancshares, Inc.      297,648      
  6,800     KeyCorp     97,444      
  1,300     M&T Bank Corp.      161,265      
  3,400     SunTrust Banks, Inc.      136,204      
  5,300     SVB Financial Group*     618,086      
  800     TCF Financial Corp.      13,096      
  47,900     U.S. Bancorp     2,075,028      
  17,661     Wells Fargo & Co.      928,262      
                     
              8,179,340      
Commercial Services & Supplies – 0.3%            
  1,500     Cintas Corp.      95,310      
  2,600     KAR Auction Services, Inc.      82,862      
  5,600     Pitney Bowes, Inc.      154,672      
  200     Republic Services, Inc.      7,594      
                     
              340,438      
Communications Equipment – 1.0%            
  42,200     Brocade Communications Systems, Inc.      388,240      
  9,900     Harris Corp.      749,925      
  1,700     Motorola Solutions, Inc.      113,169      
                     
              1,251,334      
Construction & Engineering – 0.6%            
  800     Fluor Corp.      61,520      
  1,100     Jacobs Engineering Group, Inc.*     58,608      
  18,200     Quanta Services, Inc.*     629,356      
                     
              749,484      
Consumer Finance – 1.0%            
  5,000     Capital One Financial Corp.      413,000      
  4,300     Discover Financial Services     266,514      
  16,300     Navient Corp.      288,673      
  30,600     SLM Corp.      254,286      
                     
              1,222,473      
Containers & Packaging – 0.4%            
  2,400     AptarGroup, Inc.      160,824      
  5,600     Bemis Co., Inc.      227,696      
  2,900     Sonoco Products Co.      127,397      
                     
              515,917      
Distributors – 0.1%            
  1,200     Genuine Parts Co.      105,360      
Diversified Consumer Services – 0.4%            
  700     Graham Holdings Co. – Class B     502,677      
Diversified Financial Services – 1.5%            
  500     CME Group, Inc.      35,475      
  3,657     IntercontinentalExchange Group, Inc.      690,807      
  10,600     McGraw Hill Financial, Inc.      880,118      
  7,200     NASDAQ OMX Group, Inc.      278,064      
                     
              1,884,464      
Diversified Telecommunication Services – 0.3%            
  2,262     CenturyLink, Inc.      81,884      
  8,700     Frontier Communications Corp.#     50,808      
  5,900     Level 3 Communications, Inc.*,#     259,069      
                     
              391,761      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

46 JUNE 30, 2014 

 

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Electric Utilities – 3.7%            
  5,600     American Electric Power Co., Inc.    $ 312,312      
  11,700     Edison International     679,887      
  800     Entergy Corp.      65,672      
  9,800     Exelon Corp.      357,504      
  24,800     Great Plains Energy, Inc.      666,376      
  12,100     NextEra Energy, Inc.      1,240,008      
  5,661     Northeast Utilities     267,596      
  1,700     Pepco Holdings, Inc.      46,716      
  10,300     PPL Corp.      365,959      
  12,700     Westar Energy, Inc.      485,013      
  4,900     Xcel Energy, Inc.      157,927      
                     
              4,644,970      
Electrical Equipment – 0.4%            
  1,400     Babcock & Wilcox Co.      45,444      
  1,400     Eaton Corp. PLC     108,052      
  5,200     Emerson Electric Co.      345,072      
                     
              498,568      
Electronic Equipment, Instruments & Components – 2.0%            
  6,900     Arrow Electronics, Inc.*     416,829      
  7,400     Avnet, Inc.      327,894      
  39,900     Corning, Inc.      875,805      
  7,000     FLIR Systems, Inc.      243,110      
  14,800     Ingram Micro, Inc. – Class A*     432,308      
  3,000     Tech Data Corp.*     187,560      
  500     Zebra Technologies Corp. – Class A*     41,160      
                     
              2,524,666      
Energy Equipment & Services – 3.3%            
  1,000     Baker Hughes, Inc.      74,450      
  500     Cameron International Corp.*     33,855      
  17,000     Helmerich & Payne, Inc.      1,973,870      
  16,600     Nabors Industries, Ltd.      487,542      
  13,300     Patterson-UTI Energy, Inc.      464,702      
  6,500     Superior Energy Services, Inc.      234,910      
  13,100     Unit Corp.*     901,673      
                     
              4,171,002      
Food & Staples Retailing – 1.2%            
  20,500     CVS Caremark Corp.      1,545,085      
  100     Safeway, Inc.      3,434      
                     
              1,548,519      
Food Products – 2.4%            
  14,100     Archer-Daniels-Midland Co.      621,951      
  400     JM Smucker Co.      42,628      
  60,600     Tyson Foods, Inc. – Class A     2,274,924      
                     
              2,939,503      
Gas Utilities – 0.7%            
  2,600     AGL Resources, Inc.      143,078      
  7,500     Atmos Energy Corp.      400,500      
  1,000     National Fuel Gas Co.      78,300      
  5,900     UGI Corp.      297,950      
                     
              919,828      
Health Care Equipment & Supplies – 2.1%            
  5,100     Alere, Inc.*     190,842      
  36,300     Boston Scientific Corp.*     463,551      
  6,200     CareFusion Corp.*     274,970      
  6,200     St Jude Medical, Inc.      429,350      
  2,100     Stryker Corp.      177,072      
  5,700     Teleflex, Inc.      601,920      
  4,100     Zimmer Holdings, Inc.      425,826      
                     
              2,563,531      
Health Care Providers & Services – 3.7%            
  6,190     Aetna, Inc.      501,885      
  5,000     Cardinal Health, Inc.      342,800      
  11,500     Express Scripts Holding Co.*     797,295      
  9,900     HCA Holdings, Inc.      558,162      
  2,600     Humana, Inc.      332,072      
  4,800     MEDNAX, Inc.*     279,120      
  17,100     Omnicare, Inc.      1,138,347      
  1,300     UnitedHealth Group, Inc.      106,275      
  5,800     WellPoint, Inc.      624,138      
                     
              4,680,094      
Hotels, Restaurants & Leisure – 1.5%            
  8,300     Marriott International, Inc. – Class A     532,030      
  29,600     MGM Resorts International*     781,440      
  8,800     Royal Caribbean Cruises, Ltd. (U.S. Shares)     489,280      
  2,200     Wendy’s Co.      18,766      
                     
              1,821,516      
Household Durables – 1.4%            
  4,200     Garmin, Ltd.      255,780      
  3,200     Harman International Industries, Inc.      343,776      
  600     Leggett & Platt, Inc.      20,568      
  24,900     Newell Rubbermaid, Inc.      771,651      
  200     NVR, Inc.*     230,120      
  800     Whirlpool Corp.      111,376      
                     
              1,733,271      
Household Products – 1.0%            
  3,500     Clorox Co.      319,900      
  8,300     Kimberly-Clark Corp.      923,126      
                     
              1,243,026      
Independent Power and Renewable Electricity Producers – 0.7%            
  100     Calpine Corp.*     2,381      
  22,200     NRG Energy, Inc.      825,840      
                     
              828,221      
Industrial Conglomerates – 0.1%            
  800     3M Co.      114,592      
Information Technology Services – 1.6%            
  14,900     Amdocs, Ltd. (U.S. Shares)     690,317      
  1,600     DST Systems, Inc.      147,472      
  13,100     Fidelity National Information Services, Inc.      717,094      
  2,300     Paychex, Inc.      95,588      
  8,100     VeriFone Systems, Inc.*     297,675      
                     
              1,948,146      
Insurance – 12.4%            
  13,000     Aflac, Inc.      809,250      
  8,400     Allied World Assurance Co. Holdings AG     319,368      
  14,400     Allstate Corp.      845,568      
  17,300     American Financial Group, Inc.      1,030,388      
  4,700     Aon PLC     423,423      
  21,800     Arch Capital Group, Ltd.*     1,252,192      
  7,300     Aspen Insurance Holdings, Ltd.      331,566      
  23,400     Assurant, Inc.      1,533,870      
  5,300     Assured Guaranty, Ltd.      129,850      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds 47 

 

 

INTECH U.S. Value Fund

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Insurance – (continued)            
  14,200     Axis Capital Holdings, Ltd.    $ 628,776      
  19,400     Cincinnati Financial Corp.      931,976      
  1,700     Endurance Specialty Holdings, Ltd.      87,703      
  2,800     Everest Re Group, Ltd.      449,372      
  51,600     Genworth Financial, Inc. – Class A*     897,840      
  3,800     Hartford Financial Services Group, Inc.      136,078      
  14,200     HCC Insurance Holdings, Inc.      694,948      
  1,100     Markel Corp.*     721,204      
  12,600     Marsh & McLennan Cos., Inc.      652,932      
  100     PartnerRe, Ltd.      10,921      
  500     Principal Financial Group, Inc.      25,240      
  7,400     Protective Life Corp.      513,042      
  15,300     Reinsurance Group of America, Inc.      1,207,170      
  10,500     StanCorp Financial Group, Inc.      672,000      
  11,200     Torchmark Corp.      917,504      
  1,800     Travelers Cos., Inc.      169,326      
  2,800     Unum Group     97,328      
  900     Validus Holdings, Ltd.      34,416      
                     
              15,523,251      
Internet Software & Services – 0.7%            
  23,200     Yahoo!, Inc.*     815,016      
Life Sciences Tools & Services – 1.9%            
  2,400     Agilent Technologies, Inc.      137,856      
  7,100     Charles River Laboratories International, Inc.*     379,992      
  19,300     PerkinElmer, Inc.      904,012      
  7,900     Thermo Fisher Scientific, Inc.      932,200      
                     
              2,354,060      
Machinery – 2.7%            
  2,300     Caterpillar, Inc.      249,941      
  200     Cummins, Inc.      30,858      
  100     Donaldson Co., Inc.      4,232      
  3,600     Dover Corp.      327,420      
  2,200     Illinois Tool Works, Inc.      192,632      
  4,700     Ingersoll-Rand PLC     293,797      
  3,400     Joy Global, Inc.      209,372      
  4,700     PACCAR, Inc.      295,301      
  11,000     Pentair PLC     793,320      
  2,100     Snap-on, Inc.      248,892      
  15,600     Terex Corp.      641,160      
  1,800     Trinity Industries, Inc.      78,696      
                     
              3,365,621      
Marine – 0%            
  500     Kirby Corp.*     58,570      
Media – 2.0%            
  4,100     CBS Corp. – Class B     254,774      
  18,650     Comcast Corp. – Class A     1,001,132      
  2,900     Interpublic Group of Cos., Inc.      56,579      
  13,600     John Wiley & Sons, Inc. – Class A     824,024      
  4,500     Time Warner, Inc.      316,125      
  700     Time, Inc.*     16,954      
                     
              2,469,588      
Metals & Mining – 1.8%            
  12,300     Alcoa, Inc.      183,147      
  2,600     Allegheny Technologies, Inc.      117,260      
  6,700     Carpenter Technology Corp.      423,775      
  300     Nucor Corp.      14,775      
  12,800     Royal Gold, Inc.      974,336      
  19,800     United States Steel Corp.#     515,592      
                     
              2,228,885      
Multi-Utilities – 6.1%            
  3,400     Alliant Energy Corp.      206,924      
  9,800     Ameren Corp.      400,624      
  34,900     CMS Energy Corp.      1,087,135      
  10,900     DTE Energy Co.      848,783      
  4,000     Integrys Energy Group, Inc.      284,520      
  16,500     MDU Resources Group, Inc.      579,150      
  7,400     NiSource, Inc.      291,116      
  6,300     PG&E Corp.      302,526      
  9,200     Public Service Enterprise Group, Inc.      375,268      
  9,200     SCANA Corp.      495,052      
  17,600     Sempra Energy     1,842,896      
  9,300     Vectren Corp.      395,250      
  10,500     Wisconsin Energy Corp.      492,660      
                     
              7,601,904      
Multiline Retail – 0.1%            
  2,300     Macy’s, Inc.      133,446      
Oil, Gas & Consumable Fuels – 6.6%            
  2,900     Chesapeake Energy Corp.      90,132      
  500     Chevron Corp.      65,275      
  2,700     Cimarex Energy Co.      387,342      
  193     ConocoPhillips     16,546      
  8,200     CONSOL Energy, Inc.      377,774      
  4,600     EOG Resources, Inc.      537,556      
  1,500     EQT Corp.      160,350      
  24,129     Exxon Mobil Corp.      2,429,308      
  3,200     Gulfport Energy Corp.*     200,960      
  2,100     Hess Corp.      207,669      
  2,550     Marathon Petroleum Corp.      199,078      
  2,400     ONEOK, Inc.      163,392      
  14,100     Phillips 66     1,134,063      
  1,200     SandRidge Energy, Inc.*     8,580      
  12,400     Spectra Energy Corp.      526,752      
  8,200     Teekay Corp. (U.S. Shares)     510,450      
  4,000     Ultra Petroleum Corp. (U.S. Shares)*     118,760      
  20,500     Valero Energy Corp.      1,027,050      
  800     Whiting Petroleum Corp.*     64,200      
  900     World Fuel Services Corp.      44,307      
                     
              8,269,544      
Paper & Forest Products – 0.3%            
  9,600     Domtar Corp.      411,360      
Pharmaceuticals – 1.8%            
  10,100     Forest Laboratories, Inc.*     999,900      
  1,200     Mallinckrodt PLC*,#     96,024      
  36,871     Pfizer, Inc.      1,094,331      
                     
              2,190,255      
Professional Services – 0.7%            
  1,200     Manpowergroup, Inc.      101,820      
  10,500     Nielsen Holdings NV     508,305      
  2,300     Towers Watson & Co. – Class A     239,729      
                     
              849,854      
Real Estate Investment Trusts (REITs) – 3.7%            
  2,000     Alexandria Real Estate Equities, Inc.      155,280      
  1,000     American Campus Communities, Inc.      38,240      

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

48 JUNE 30, 2014 

 

 

Schedule of Investments

 

As of June 30, 2014

                     
Shares   Value      
 
Real Estate Investment Trusts (REITs) – (continued)            
  4,300     Annaly Capital Management, Inc.    $ 49,149      
  1,400     BioMed Realty Trust, Inc.      30,562      
  2,300     Boston Properties, Inc.      271,814      
  900     Camden Property Trust     64,035      
  2,000     CommonWealth REIT     52,640      
  16,300     Corporate Office Properties Trust     453,303      
  5,800     Douglas Emmett, Inc.      163,676      
  4,500     Equity Lifestyle Properties, Inc.      198,720      
  1,600     Equity Residential     100,800      
  300     Federal Realty Investment Trust     36,276      
  17     Gaming and Leisure Properties, Inc.      578      
  3,600     Host Hotels & Resorts, Inc.      79,236      
  5,000     Kilroy Realty Corp.      311,400      
  3,000     Kimco Realty Corp.      68,940      
  1,500     Macerich Co.      100,125      
  27,600     MFA Financial, Inc.      226,596      
  1,800     Mid-America Apartment Communities, Inc.      131,490      
  3,400     Post Properties, Inc.      181,764      
  1,100     Public Storage     188,485      
  19,500     Spirit Realty Capital, Inc.      221,520      
  33,800     Starwood Property Trust, Inc.      803,426      
  200     Taubman Centers, Inc.      15,162      
  51,000     Two Harbors Investment Corp.      534,480      
  100     UDR, Inc.      2,863      
  1,400     Vornado Realty Trust     149,422      
  1,111     Washington Prime Group, Inc.*     20,820      
                     
              4,650,802      
Real Estate Management & Development – 1.2%            
  4,700     Howard Hughes Corp.*     741,801      
  6,200     Jones Lang LaSalle, Inc.      783,618      
                     
              1,525,419      
Road & Rail – 1.1%            
  21,000     CSX Corp.      647,010      
  600     Norfolk Southern Corp.      61,818      
  7,300     Ryder System, Inc.      643,057      
                     
              1,351,885      
Semiconductor & Semiconductor Equipment – 1.5%            
  1,200     Analog Devices, Inc.      64,884      
  6,900     Applied Materials, Inc.      155,595      
  600     Avago Technologies, Ltd.      43,242      
  5,000     Broadcom Corp. – Class A     185,600      
  200     KLA-Tencor Corp.      14,528      
  17,900     Marvell Technology Group, Ltd.      256,507      
  26,700     Micron Technology, Inc.*     879,765      
  6,300     ON Semiconductor Corp.*     57,582      
  3,400     Skyworks Solutions, Inc.      159,664      
                     
              1,817,367      
Software – 0%            
  100     MICROS Systems, Inc.*     6,790      
  1,800     Rovi Corp.*     43,128      
                     
              49,918      
Specialty Retail – 0.3%            
  400     Aaron’s, Inc.      14,256      
  7,400     Foot Locker, Inc.      375,328      
                     
              389,584      
Technology Hardware, Storage & Peripherals – 1.7%            
  11,900     Diebold, Inc.      478,023      
  10,800     Hewlett-Packard Co.      363,744      
  9,500     Lexmark International, Inc. – Class A     457,520      
  8,800     Western Digital Corp.      812,240      
                     
              2,111,527      
Textiles, Apparel & Luxury Goods – 0.1%            
  1,500     Deckers Outdoor Corp.*     129,495      
Thrifts & Mortgage Finance – 0.2%            
  14,700     Hudson City Bancorp, Inc.      144,501      
  3,700     New York Community Bancorp, Inc.#     59,126      
                     
              203,627      
Tobacco – 0.1%            
  3,100     Reynolds American, Inc.      187,085      
Trading Companies & Distributors – 0.4%            
  4,500     Air Lease Corp.      173,610      
  3,600     GATX Corp.      240,984      
  4,800     MRC Global, Inc.*     135,792      
                     
              550,386      
Water Utilities – 0.1%            
  3,700     American Water Works Co., Inc.      182,965      
Wireless Telecommunication Services – 0.2%            
  8,600     T-Mobile U.S., Inc.      289,132      
 
 
Total Common Stock (cost $110,465,361)     124,313,418      
 
 
Money Market – 0.5%            
  679,570     Janus Cash Liquidity Fund LLC, 0.0737%°° (cost $679,570)     679,570      
 
 
Investment Purchased with Cash Collateral From Securities Lending – 0.7%            
  852,019     Janus Cash Collateral Fund LLC, 0.0689%°° (cost $852,019)     852,019      
 
 
Total Investments (total cost $111,996,950) – 100.6%     125,845,007      
 
 
Liabilities, net of Cash, Receivables and Other Assets – (0.6)%     (797,932)      
 
 
Net Assets – 100%   $ 125,047,075      
 
 

 

See Notes to Schedules of Investments and Other Information and Notes to Financial Statements.

 

Janus Mathematical Funds 49 

 

 

Notes to Schedules of Investments and Other Information

     
MSCI EAFE® Index   A free float-adjusted market capitalization weighted index designed to measure developed market equity performance. The MSCI EAFE® Index is composed of companies representative of the market structure of developed market countries. The index includes reinvestment of dividends, net of foreign withholding taxes.
     
MSCI World High Dividend Yield Index   An index designed to reflect the performance of the high dividend yield securities contained within the broader MSCI World IndexSM. The index includes large and mid cap stocks from developed markets across the Americas, Asia-Pacific and Europe.
     
MSCI World IndexSM   A free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed market countries in North America, Europe, and the Asia/Pacific Region. The index includes reinvestment of dividends, net of foreign withholding taxes.
     
Russell 1000® Growth Index   Measures the performance of those Russell 1000® Index companies with higher price-to-book ratios and higher forecasted growth values.
     
Russell 1000® Value Index   Measures the performance of those Russell 1000® Index companies with lower price-to-book ratios and lower forecasted growth values.
     
S&P 500® Index   A commonly recognized, market-capitalization weighted index of 500 widely held equity securities, designed to measure broad U.S. equity performance.
     
CDI   Clearing House Electronic Subregister System Depositary Interest
     
FDR   Fixed Depositary Receipt
     
LLC   Limited Liability Company
     
PLC   Public Limited Company
     
SDR   Swedish Depositary Receipt
     
U.S. Shares   Securities of foreign companies trading on an American stock exchange.

 

     
*   Non-income producing security.
     
°°   Rate shown is the 7-day yield as of June 30, 2014.
     
#   Loaned security; a portion or all of the security is on loan at June 30, 2014.

 

   
£  The Funds may invest in certain securities that are considered affiliated companies. As defined by the Investment Company Act of 1940, as amended, an affiliated company is one in which the Fund owns 5% or more of the outstanding voting securities, or a company which is under common ownership or control. Based on the Fund’s relative ownership, the following securities were considered affiliated companies for all or some portion of the year ended June 30, 2014. Unless otherwise indicated, all information in the table is for the year ended June 30, 2014.

    

                                           
    Share           Share                
    Balance           Balance   Realized   Dividend   Value    
    at 6/30/13      Purchases      Sales      at 6/30/14      Gain/(Loss)      Income      at 6/30/14    
 
INTECH Global Dividend Fund                                          
Janus Cash Collateral Fund LLC       2,039,927   (1,617,241)     422,686   $   $ 4,356(1)   $ 422,686    
Janus Cash Liquidity Fund LLC   205,000     10,651,145   (10,620,115)     236,030         173     236,030    
 
 
Total                       $   $ 4,529   $ 658,716    
 
 
INTECH International Fund                                          
Janus Cash Collateral Fund LLC       9,746,046   (7,588,359)     2,157,687   $   $ 16,259(1)   $ 2,157,687    
Janus Cash Liquidity Fund LLC       36,734,330   (36,293,184)     441,146         430     441,146    
 
 
Total                       $   $ 16,689   $ 2,598,833    
 
 
INTECH U.S. Core Fund                                          
Janus Cash Collateral Fund LLC       64,518,146   (36,950,609)     27,567,537   $   $ 7,525(1)   $ 27,567,537    
Janus Cash Liquidity Fund LLC   3,093,665     148,967,944   (148,523,084)     3,538,525         3,347     3,538,525    
 
 
Total                       $   $ 10,872   $ 31,106,062    
 
 
INTECH U.S. Growth Fund                                          
Janus Cash Collateral Fund LLC       44,602,657   (31,199,816)     13,402,841   $   $ 26,832(1)   $ 13,402,841    
Janus Cash Liquidity Fund LLC   1,107,000     51,429,071   (50,928,019)     1,608,052         1,272     1,608,052    
 
 
Total                       $   $ 28,104   $ 15,010,893    
 
 

 

50 JUNE 30, 2014 

 

                                           
    Share           Share                
    Balance           Balance   Realized   Dividend   Value    
    at 6/30/13      Purchases      Sales      at 6/30/14     Gain/(Loss)      Income      at 6/30/14    
 
INTECH U.S. Value Fund                                          
Janus Cash Collateral Fund LLC       8,314,998   (7,462,979)     852,019   $   $ 6,072(1)   $ 852,019    
Janus Cash Liquidity Fund LLC   289,000     19,815,570   (19,425,000)     679,570         610     679,570    
 
 
Total                       $   $ 6,682   $ 1,531,589    
 
 

 

     
(1)   Net of income paid to the securities lending agent and rebates paid to the borrowing counterparties.

 

Janus Mathematical Funds 51 

 

 

Notes to Schedules of Investments and Other Information (continued)

 

The following is a summary of the inputs that were used to value the Funds’ investments in securities and other financial instruments as of June 30, 2014. See Notes to Financial Statements for more information.

 

Valuation Inputs Summary (as of June 30, 2014)

 

                     
        Level 2 – Other Significant   Level 3 – Significant  
    Level 1 – Quoted Prices      Observable Inputs      Unobservable Inputs  
 
INTECH Global Dividend Fund                    
Assets                    
Investments in Securities:                    
Common Stock   $  20,115,774   $                   $    
                     
Preferred Stock         5,524      
                     
Right     1,099          
                     
Money Market         236,030      
                     
Investment Purchased with Cash Collateral From Securities Lending         422,686      
     
     
     
Total Assets   $  20,116,873   $     664,240   $    
 
 
INTECH International Fund                    
Assets                    
Investments in Securities:                    
Common Stock   $  76,742,478   $                   $    
                     
Preferred Stock         70,647      
                     
Right         2,606      
                     
Money Market         441,146      
                     
Investment Purchased with Cash Collateral From Securities Lending         2,157,687      
     
     
     
Total Assets   $  76,742,478   $  2,672,086   $    
 
 
INTECH U.S. Core Fund                    
Assets                    
Investments in Securities:                    
Common Stock   $670,974,380   $                   $    
                     
Money Market         3,538,525      
                     
Investment Purchased with Cash Collateral From Securities Lending         27,567,537      
     
     
     
Total Assets   $670,974,380   $31,106,062   $    
 
 
INTECH U.S. Growth Fund                    
Assets                    
Investments in Securities:                    
Common Stock   $326,415,538   $                   $    
                     
Money Market         1,608,052      
                     
Investment Purchased with Cash Collateral From Securities Lending         13,402,841      
     
     
     
Total Assets   $326,415,538   $15,010,893   $    
 
 
INTECH U.S. Value Fund                    
Assets                    
Investments in Securities:                    
Common Stock   $124,313,418   $                   $    
                     
Money Market         679,570      
                     
Investment Purchased with Cash Collateral From Securities Lending         852,019      
     
     
     
Total Assets   $124,313,418   $ 1,531,589   $    
 
 

 

52 JUNE 30, 2014 

 

 

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Janus Mathematical Funds 53 

 

 

Statements of Assets and Liabilities

 

As of June 30, 2014     INTECH Global Dividend Fund        INTECH International Fund        INTECH U.S. Core Fund        INTECH U.S. Growth Fund        INTECH U.S. Value Fund
 
                                         
Assets:                                        
Investments at cost     $18,836,109       $71,491,619       $557,550,694       $272,745,640       $111,996,950  
Unaffiliated investments at value(1)     $20,122,397       $76,815,731       $670,974,380       $326,415,538       $124,313,418  
Affiliated investments at value     658,716       2,598,833       31,106,062       15,010,893       1,531,589  
Cash           31,348       9,701       5,791        
Cash denominated in foreign currency(2)     1,655       18,960                    
Non-interested Trustees’ deferred compensation     413       1,570       13,665       6,646       2,534  
Receivables:                                        
Investments sold           238,696                   63,782  
Fund shares sold     47,812       14,192       610,572       135,482       57,497  
Dividends     41,666       234,525       648,488       278,874       189,390  
Foreign dividend tax reclaim     15,381       46,845                    
Due from adviser     11,250                          
Other assets     525       3,203       882       446       158  
Total Assets     20,899,815       80,003,903       703,363,750       341,853,670       126,158,368  
Liabilities:                                        
Due to custodian     130                         56,404  
Collateral for securities loaned (Note 2)     422,686       2,157,687       27,567,537       13,402,841       852,019  
Payables:                                        
Investments purchased           240,755                    
Fund shares repurchased     58,457       39,315       266,527       117,874       107,333  
Dividends     1,000                          
Advisory fees     9,027       34,866       279,471       133,058       50,806  
Fund administration fees     164       634       5,460       2,661       1,016  
Internal servicing cost     102       342       1,133       1,097       509  
Administrative services fees     1,288       518       63,424       14,362       3,745  
Distribution fees and shareholder servicing fees     2,101       1,506       21,774       7,085       2,095  
Administrative, networking and omnibus fees     680       152       12,632       19,549       957  
Non-interested Trustees’ fees and expenses     139       635       5,434       2,728       1,005  
Non-interested Trustees’ deferred compensation fees     413       1,570       13,665       6,646       2,534  
Accrued expenses and other payables     47,806       25,419       102,930       63,368       32,870  
Total Liabilities     543,993       2,503,399       28,339,987       13,771,269       1,111,293  
Net Assets     $20,355,822       $77,500,504       $675,023,763       $328,082,401       $125,047,075  

 

See footnotes at the end of the Statements.

 

See Notes to Financial Statements.

 

54 JUNE 30, 2014 

 

 

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55 

 

 

Statements of Assets and Liabilities (continued)

 

As of June 30, 2014    INTECH Global Dividend Fund       INTECH International Fund       INTECH U.S. Core Fund       INTECH U.S. Growth Fund       INTECH U.S. Value Fund
                                         
                                         
Net Assets Consist of:                                        
Capital (par value and paid-in surplus)*   $17,763,469     $63,536,349     $498,898,870     $392,418,803     $  93,290,438  
Undistributed net investment income*     210,976       384,607       2,444,388       902,976       997,203  
Undistributed net realized gain/(loss) from investment and foreign currency transactions*     435,794       5,653,218       29,148,203       (133,921,411)       16,910,903  
Unrealized net appreciation of investments, foreign currency translations and non-interested Trustees’ deferred compensation     1,945,583       7,926,330       144,532,302       68,682,033       13,848,531  
Total Net Assets   $20,355,822     $77,500,504     $675,023,763     $328,082,401     $125,047,075  
Net Assets - Class A Shares   $  6,299,832     $  5,342,225     $  22,549,824     $    7,812,177     $    1,424,118  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)     486,492       552,812       1,060,249       369,085       108,190  
Net Asset Value Per Share(3)   $         12.95     $           9.66     $           21.27     $           21.17     $           13.16  
Maximum Offering Price Per Share(4)   $         13.74     $         10.25     $           22.57     $           22.46     $           13.96  
Net Assets - Class C Shares   $     998,722     $     525,785     $  14,013,106     $    3,760,540     $       860,931  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)     77,461       54,910     662,872       184,760       65,778  
Net Asset Value Per Share(3)   $         12.89     $           9.58     $           21.14     $           20.35     $            13.09  
Net Assets - Class D Shares   8,688,730       N/A     $286,019,168       N/A       N/A  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)     672,431       N/A       13,431,916       N/A       N/A  
Net Asset Value Per Share   $         12.92       N/A     $           21.29       N/A       N/A  
Net Assets - Class I Shares   $  1,995,422     $69,061,690     $174,615,293     $244,746,641     $104,039,006  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)     153,797       7,174,659       8,195,296       11,639,450       7,849,202  
Net Asset Value Per Share   $         12.97     $           9.63     $           21.31     $           21.03     $           13.25  
Net Assets - Class S Shares   $     173,510     $       66,977     $  30,532,709     $12,211,690     $         64,400  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)     13,420       6,877       1,438,019       579,299       4,853  
Net Asset Value Per Share   $         12.93     $           9.74     $           21.23     $           21.08     $           13.27  
Net Assets - Class T Shares   $  2,199,606     $  2,503,827     $147,293,663     $59,551,353     $  18,658,620  
Shares Outstanding, $0.01 Par Value (unlimited shares authorized)     169,988       260,841       6,919,611       2,845,117       1,414,790  
Net Asset Value Per Share   $         12.94     $           9.60     $           21.29     $           20.93     $           13.19  

 

*   See “Federal Income Tax” in Notes to Financial Statements.
(1)   Unaffiliated investments at value includes $355,817, $1,667,561, $26,973,277, $13,109,246, and $830,491 of securities loaned for INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, and INTECH U.S. Value Fund, respectively. See Note 2 in Notes to Financial Statements.
(2)   Includes cost of $1,633 and $18,960 for INTECH Global Dividend Fund and INTECH International Fund, respectively.
(3)   Redemption price per share may be reduced for any applicable contingent deferred sales charge.
(4)   Maximum offering price is computed at 100/94.25 of net asset value.

 

See Notes to Financial Statements.

 

56 JUNE 30, 2014 

 

 

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Statements of Operations

 

For the year ended June 30, 2014    INTECH Global Dividend Fund       INTECH International Fund       INTECH U.S. Core Fund       INTECH U.S. Growth Fund       INTECH U.S. Value Fund  
                                           
Investment Income:                                          
Affiliated securities lending income, net   $        4,356     $       16,259     $            7,525     $       26,832     $         6,072    
Dividends     810,646       2,361,515       9,858,144       4,228,097       2,078,316    
Dividends from affiliates     173       430       3,347       1,272       610    
Other Income     100       624       151       212       228    
Foreign tax withheld     (46,121)       (176,068)       (5,275)       (2,492)       (2,160)    
Total Investment Income     769,154       2,202,760       9,863,892       4,253,921       2,083,066    
Expenses:                                          
Advisory fees     80,737       386,216       3,361,837       1,484,071       529,291    
Internal servicing expense - Class A Shares     404       200       1,965       683       884    
Internal servicing expense - Class C Shares     120       38       2,050       684       99    
Internal servicing expense - Class I Shares     90       3,324       5,568       11,793       4,326    
Shareholder reports expense     3,340       1,270       117,408       12,494       10,583    
Transfer agent fees and expenses     3,246       1,076       92,016       1,498       1,718    
Registration fees     74,237       76,542       144,903       78,785       75,996    
Custodian fees     15,812       34,022       9,281       3,073       8,014    
Professional fees     53,051       49,156       39,891       34,004       37,272    
Non-interested Trustees’ fees and expenses     463       2,220       17,238       6,873       3,030    
Fund administration fees     1,346       6,442       53,871       26,988       9,623    
Administrative services fees - Class D Shares     7,556       N/A       307,168       N/A       N/A    
Administrative services fees - Class S Shares     498       214       61,502       45,077       156    
Administrative services fees - Class T Shares     2,136       2,802       324,981       89,576       24,395    
Distribution fees and shareholder servicing fees - Class A Shares     12,152       5,599       46,610       16,654       21,326    
Distribution fees and shareholder servicing fees - Class C Shares     6,132       1,791       111,060       35,207       6,002    
Distribution fees and shareholder servicing fees - Class S Shares     498       214       61,502       45,077       156    
Administrative, networking and omnibus fees - Class A Shares     3,486       2,292       14,023       8,349       9,515    
Administrative, networking and omnibus fees - Class C Shares     401       112       10,875       109       411    
Administrative, networking and omnibus fees - Class I Shares     301       769       62,737       92,681       1,330    
Other expenses     9,233       11,228       36,930       20,865       11,789    
Total Expenses     275,239       585,527       4,883,416       2,014,541       755,916    
Less: Expense and Fee Offset                 (205)       (40)       (20)    
Less: Excess Expense Reimbursement     (167,128)       (269)       (4,288)       (822)       (1,812)    
Net Expenses after Waivers and Expense Offsets     108,111       585,258       4,878,923       2,013,679       754,084    
Net Investment Income     661,043       1,617,502       4,984,969       2,240,242       1,328,982    
Net Realized Gain on Investments:                                          
Investments and foreign currency transactions     526,930       8,398,330       63,418,240       55,502,434       23,712,016    
Total Net Realized Gain on Investments     526,930       8,398,330       63,418,240       55,502,434       23,712,016    
Change in Unrealized Net Appreciation/Depreciation:                                          
Investments, foreign currency translations and non-interested Trustees’ deferred compensation     1,590,172       4,156,190       63,294,707       11,394,612       (1,423,119)    
Total Change in Unrealized Net Appreciation/Depreciation     1,590,172       4,156,190       63,294,707       11,394,612       (1,423,119)    
Net Increase in Net Assets Resulting from Operations   $2,778,145     $14,172,022     $131,697,916     $69,137,288     $23,617,879    

 

See Notes to Financial Statements.

 

58 JUNE 30, 2014

 

 

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Statements of Changes in Net Assets

 

    INTECH Global       INTECH U.S.        
    Dividend Fund   INTECH International Fund   Core Fund   INTECH U.S. Growth Fund   INTECH U.S. Value Fund
For each year ended June 30   2014   2013(1)   2014   2013(1)   2014   2013(1)   2014   2013(1)   2014   2013(1)
                                                                                 
                                                                                 
Operations:                                                                                
Net investment income   $ 661,043     $ 304,819     $ 1,617,502     $ 800,730     $ 4,984,969     $ 4,206,708     $ 2,240,242     $ 3,310,039     $ 1,328,982     $ 1,687,503  
Net realized gain on investments     526,930       710,076       8,398,330       3,287,835       63,418,240       35,421,536       55,502,434       41,882,126       23,712,016       17,715,062  
Change in unrealized net appreciation/depreciation     1,590,172       187,838       4,156,190       3,480,342       63,294,707       30,498,282       11,394,612       2,921,233       (1,423,119)       3,855,702  
Net Increase in Net Assets Resulting from Operations     2,778,145       1,202,733       14,172,022       7,568,907       131,697,916       70,126,526       69,137,288       48,113,398       23,617,879       23,258,267  
Dividends and Distributions to Shareholders:                                                                                
Net Investment Income*                                                                                
Class A Shares     (172,102)       (35,534)       (39,689)       (5,820)       (106,975)       (153,980)       (28,408)       (60,785)       (72,796)       (109,106)  
Class C Shares     (17,926)       (21,749)       (1,938)       (5,882)             (40,908)             (11,155)       (3,673)       (1,785)  
Class D Shares     (230,860)       (113,523)       N/A       N/A       (1,738,038)       (2,635,292)       N/A       N/A       N/A       N/A  
Class I Shares     (69,242)       (70,147)       (1,796,718)       (944,742)       (1,141,080)       (853,185)       (1,751,394)       (3,721,428)       (932,467)       (1,946,866)  
Class S Shares     (7,122)       (23,990)       (1,270)       (5,200)       (144,066)       (44,923)       (64,467)       (156,162)       (432)       (1,826)  
Class T Shares     (34,263)       (43,607)       (3,678)       (1,662)       (798,297)       (1,228,481)       (204,185)       (38,088)       (99,586)       (1,414)  
Net Realized Gain from Investment Transactions*                                                                                
Class A Shares     (259,588)             (272)             (709,906)                         (1,331,980)        
Class C Shares     (23,953)             (9)             (406,946)                         (105,718)        
Class D Shares     (313,405)             N/A       N/A       (9,598,255)             N/A       N/A       N/A       N/A  
Class I Shares     (99,248)             (11,461)             (5,389,027)                         (12,722,899)        
Class S Shares     (6,926)             (10)             (950,584)                         (8,539)        
Class T Shares     (27,470)             (26)             (4,897,157)                         (1,367,283)        
Net Decrease from Dividends and Distributions to Shareholders     (1,262,105)       (308,550)       (1,855,071)       (963,306)       (25,880,331)       (4,956,769)       (2,048,454)       (3,987,618)       (16,645,373)       (2,060,997)  

 

See footnotes at the end of the Statements.

 

See Notes to Financial Statements.

 

60 JUNE 30, 2014 

 

 

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61

 

 

Statements of Changes in Net Assets (continued)

 

    INTECH Global       INTECH U.S.        
    Dividend Fund   INTECH International Fund   Core Fund   INTECH U.S. Growth Fund   INTECH U.S. Value Fund
For each year ended June 30   2014   2013(1)   2014   2013(1)   2014   2013(1)   2014   2013(1)   2014   2013(1)
                                                                                 
                                                                                 
Capital Share Transactions:                                                                                
Shares Sold                                                                                
Class A Shares     5,027,024       1,391,507       4,966,221       367,680       8,245,172       6,559,606       2,367,010       1,430,196       2,032,224       1,386,927  
Class C Shares     695,512       167,500       581,716             4,275,209       2,542,638       299,315       481,602       641,807       200,065  
Class D Shares     5,245,879       4,608,233       N/A       N/A       41,263,190       35,993,691       N/A       N/A       N/A       N/A  
Class I Shares     609,343       569,671       5,093,283       25,142,673       104,048,932       30,499,066       23,374,440       17,213,613       13,754,123       5,632,633  
Class S Shares     25,000                         26,799,092       2,543,809       2,919,449       2,921,275       1       5  
Class T Shares     1,820,891       587,324       2,608,832       189,424       40,051,072       29,253,187       48,423,406       16,074,663       18,849,842       420,913  
Reinvested Dividends and Distributions                                                                                
Class A Shares     431,063       35,534       39,961       5,820       798,639       148,739       23,453       52,094       1,379,794       107,311  
Class C Shares     41,588       21,749       1,947       5,882       219,900       17,686             6,226       68,542       949  
Class D Shares     541,457       111,197       N/A       N/A       11,208,285       2,600,479       N/A       N/A       N/A       N/A  
Class I Shares     168,195       70,147       1,807,383       944,650       6,459,372       562,868       1,431,345       3,137,434       13,457,255       1,902,963  
Class S Shares     14,048       23,990       1,280       5,200       1,094,251       44,815       64,414       156,045       8,971       1,826  
Class T Shares     60,976       43,607       3,637       1,662       5,590,656       1,212,288       202,598       37,741       1,464,907       1,414  
Shares Repurchased                                                                                
Class A Shares     (1,217,666)       (799,385)       (491,460)       (379,865)       (6,172,027)       (6,263,247)       (1,508,457)       (4,360,169)       (9,852,014)       (941,991)  
Class C Shares     (306,624)       (746,457)       (194,095)       (380,547)       (1,651,898)       (1,206,691)       (574,200)       (446,684)       (245,791)       (5,653)  
Class D Shares     (2,464,694)       (2,356,333)       N/A       N/A       (33,834,242)       (27,474,208)       N/A       N/A       N/A       N/A  
Class I Shares     (546,853)       (1,192,645)       (9,665,704)       (8,175,191)       (33,312,776)       (19,231,822)       (52,386,589)       (105,457,392)       (6,703,098)       (43,493,058)  
Class S Shares     (183,600)       (723,447)       (71,360)       (364,420)       (7,489,023)       (2,091,522)       (13,773,253)       (4,135,431)       (13,130)       (189,200)  
Class T Shares     (414,240)       (1,418,820)       (384,966)       (47,668)       (31,327,767)       (21,211,280)       (12,035,194)       (906,909)       (2,664,701)       (46,815)  
Net Increase/(Decrease) from Capital Share Transactions     9,547,299       393,372       4,296,675       17,315,300       136,266,037       34,500,102       (1,172,263)       (73,795,696)       32,178,732       (35,021,711)  
Net Increase/(Decrease) in Net Assets     11,063,339       1,287,555       16,613,626       23,920,901       242,083,622       99,669,859       65,916,571       (29,669,916)       39,151,238       (13,824,441)  
Net Assets:                                                                                
Beginning of period     9,292,483       8,004,928       60,886,878       36,965,977       432,940,141       333,270,282       262,165,830       291,835,746       85,895,837       99,720,278  
End of period   $ 20,355,822     $ 9,292,483     $ 77,500,504     $ 60,886,878     $ 675,023,763     $ 432,940,141     $ 328,082,401     $ 262,165,830     $ 125,047,075     $ 85,895,837  
                                                                                 
Undistributed Net Investment Income*   $ 210,976     $ 49,708     $ 384,607     $ 465,591     $ 2,444,388     $ 1,387,302     $ 902,976     $ 710,437     $ 997,203     $ 777,130  

 

*   See “Federal Income Tax” in Notes to Financial Statements.
(1)   Amounts reflect current year presentation. Prior year amounts were disclosed in thousands.

 

See Notes to Financial Statements.

 

62 JUNE 30, 2014

 

 

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63

 

 

Financial Highlights

 

Class A Shares

 

    INTECH Global
Dividend Fund
   
For a share outstanding during each year or period ended June 30   2014   2013   2012(1)    
                             
Net Asset Value, Beginning of Period     $11.60       $10.40       $10.00      
Income from Investment Operations:                            
Net investment income     0.57(2)       0.35       0.22      
Net gain on investments (both realized and unrealized)     1.86       1.24       0.35      
Total from Investment Operations     2.43       1.59       0.57      
Less Distributions:                            
Dividends (from net investment income)*     (0.43)       (0.39)       (0.17)      
Distributions (from capital gains)*     (0.65)                  
Total Distributions     (1.08)       (0.39)       (0.17)      
Net Asset Value, End of Period     $12.95       $11.60       $10.40      
Total Return**     21.79%       15.41%       5.70%      
Net Assets, End of Period (in thousands)     $6,300       $1,625       $931      
Average Net Assets for the Period (in thousands)     $4,861       $996       $881      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.96%       2.69%       5.56%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.81%       0.76%       1.02%      
Ratio of Net Investment Income to Average Net Assets***     4.62%       3.18%       4.01%      
Portfolio Turnover Rate     51%       116%       24%      

 

Class A Shares

 

For a share outstanding during each year or period ended June 30   INTECH International Fund    
and the year ended July 31, 2009   2014   2013   2012   2011   2010(3)   2009    
                                                     
Net Asset Value, Beginning of Period     $8.07       $6.79       $8.10       $6.16       $6.56       $8.97      
Income from Investment Operations:                                                    
Net investment income     0.25(2)       0.22       0.12       0.66       0.13       0.16      
Net gain/(loss) on investments (both realized and unrealized)     1.57       1.21       (1.36)       1.39       (0.47)       (2.31)      
Total from Investment Operations     1.82       1.43       (1.24)       2.05       (0.34)       (2.15)      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.23)       (0.15)       (0.07)       (0.11)       (0.06)       (0.26)      
Distributions (from capital gains)*     (4)                                    
Total Distributions     (0.23)       (0.15)       (0.07)       (0.11)       (0.06)       (0.26)      
Net Asset Value, End of Period     $9.66       $8.07       $6.79       $8.10       $6.16       $6.56      
Total Return**     22.74%       21.27%       (15.33)%       33.42%       (5.32)%       (23.53)%      
Net Assets, End of Period (in thousands)     $5,342       $473       $445       $526       $1,684       $1,836      
Average Net Assets for the Period (in thousands)     $2,240       $317       $452       $1,910       $1,900       $1,632      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.21%       1.22%       1.42%       3.22%       4.61%       6.45%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.20%       1.22%       1.26%       1.07%(5)       0.73%(5)       0.64%(5)      
Ratio of Net Investment Income to Average Net Assets***     2.69%       1.26%       1.72%       2.05%       1.87%       2.62%      
Portfolio Turnover Rate     160%       143%       140%       179%       119%       115%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from December 15, 2011 (inception date) through June 30, 2012.
(2)   Per share amounts are calculated based on average shares outstanding during the year.
(3)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(4)   Less than $0.005 on a per share basis.
(5)   Pursuant to a contractual agreement, Janus waived certain fees and expenses during the period. The Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets would have been 1.25% in 2011, 1.25% in 2010 and 0.93% in 2009 without the waiver of these fees and expenses.

 

See Notes to Financial Statements.

 

64 | JUNE 30, 2014

 

 

Class A Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Core Fund    
and the period ended October 31, 2009   2014   2013   2012   2011   2010(1)   2009(2)    
                                                     
Net Asset Value, Beginning of Period     $17.66       $14.72       $14.31       $10.72       $10.56       $9.26      
Income from Investment Operations:                                                    
Net investment income     0.14(3)       0.18       0.15       0.10       0.07       0.05      
Net gain on investments (both realized and unrealized)     4.34       2.96       0.39       3.58       0.16       1.25      
Total from Investment Operations     4.48       3.14       0.54       3.68       0.23       1.30      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.11)       (0.20)       (0.13)       (0.09)       (0.07)            
Distributions (from capital gains)*     (0.76)                                    
Total Distributions     (0.87)       (0.20)       (0.13)       (0.09)       (0.07)            
Net Asset Value, End of Period     $21.27       $17.66       $14.72       $14.31       $10.72       $10.56      
Total Return**     25.84%       21.48%       3.83%       34.44%       2.11%       14.04%      
Net Assets, End of Period (in thousands)     $22,550       $16,242       $13,486       $14,544       $11,026       $13,008      
Average Net Assets for the Period (in thousands)     $18,644       $13,430       $13,834       $13,331       $12,844       $14,686      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.97%       0.98%       0.99%       0.98%       1.15%       1.25%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.97%       0.98%       0.99%       0.98%       1.06%       1.08%      
Ratio of Net Investment Income to Average Net Assets***     0.70%       1.05%       1.03%       0.82%       0.85%       1.20%      
Portfolio Turnover Rate     59%       67%       73%       93%       80%       111%      

 

Class A Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Growth Fund    
and the year ended July 31, 2009   2014   2013   2012   2011   2010(4)   2009    
                                                     
Net Asset Value, Beginning of Period     $16.80       $14.43       $14.07       $10.52       $9.80       $12.88      
Income from Investment Operations:                                                    
Net investment income     0.09(3)       0.33       0.16       0.23       0.14       0.14      
Net gain/(loss) on investments (both realized and unrealized)     4.36       2.19       0.29       3.44       0.64       (3.11)      
Total from Investment Operations     4.45       2.52       0.45       3.67       0.78       (2.97)      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.08)       (0.15)       (0.09)       (0.12)       (0.06)       (0.11)      
Distributions (from capital gains)*                                        
Total Distributions     (0.08)       (0.15)       (0.09)       (0.12)       (0.06)       (0.11)      
Net Asset Value, End of Period     $21.17       $16.80       $14.43       $14.07       $10.52       $9.80      
Total Return**     26.56%       17.57%       3.26%       35.03%       7.97%       (22.92)%      
Net Assets, End of Period (in thousands)     $7,812       $5,445       $7,328       $9,208       $11,914       $18,215      
Average Net Assets for the Period (in thousands)     $6,662       $6,267       $8,624       $9,550       $17,116       $20,041      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.95%       0.90%       0.92%       0.86%       0.90%       0.82%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.95%       0.90%       0.92%       0.86%       0.90%       0.82%      
Ratio of Net Investment Income to Average Net Assets***     0.48%       0.85%       0.65%       0.62%       0.71%       1.01%      
Portfolio Turnover Rate     110%       81%       84%       96%       117%       119%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from November 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from October 31 to June 30.
(2)   Period from July 6, 2009 (inception date) through October 31, 2009.
(3)   Per share amounts are calculated based on average shares outstanding during the year.
(4)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.

 

See Notes to Financial Statements.

Janus Mathematical Funds 65

 

 

Financial Highlights (continued)

Class A Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Value Fund    
and the year ended July 31, 2009   2014   2013   2012   2011   2010(1)   2009    
                                                     
Net Asset Value, Beginning of Period     $12.45       $10.15       $10.03       $7.85       $7.36       $9.88      
Income from Investment Operations:                                                    
Net investment income     0.12(2)       0.16       0.15       0.13       0.10       0.15      
Net gain/(loss) on investments (both realized and unrealized)     2.78       2.33       0.11       2.16       0.43       (2.35)      
Total from Investment Operations     2.90       2.49       0.26       2.29       0.53       (2.20)      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.11)       (0.19)       (0.14)       (0.11)       (0.04)       (0.32)      
Distributions (from capital gains)*     (2.08)                                    
Total Distributions     (2.19)       (0.19)       (0.14)       (0.11)       (0.04)       (0.32)      
Net Asset Value, End of Period     $13.16       $12.45       $10.15       $10.03       $7.85       $7.36      
Total Return**     24.98%       24.86%       2.71%       29.23%       7.21%       (22.01)%      
Net Assets, End of Period (in thousands)     $1,424       $7,348       $5,494       $4,980       $3,694       $3,440      
Average Net Assets for the Period (in thousands)     $8,530       $6,373       $5,099       $4,598       $3,815       $1,762      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.03%       0.97%       0.92%       0.95%       1.05%       1.33%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.01%       0.97%       0.92%       0.95%       1.01%       0.74%      
Ratio of Net Investment Income to Average Net Assets***     0.91%       1.37%       1.54%       1.38%       1.26%       2.28%      
Portfolio Turnover Rate     150%       100%       100%       108%       92%       100%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(2)   Per share amounts are calculated based on average shares outstanding during the year.

 

See Notes to Financial Statements.

 

66 JUNE 30, 2014 

 

 

Class C Shares

 

    INTECH Global
Dividend Fund
   
For a share outstanding during each year or period ended June 30   2014   2013   2012(1)    
                             
Net Asset Value, Beginning of Period     $11.56       $10.37       $10.00      
Income from Investment Operations:                            
Net investment income     0.45(2)       0.27       0.19      
Net gain on investments (both realized and unrealized)     1.87       1.22       0.35      
Total from Investment Operations     2.32       1.49       0.54      
Less Distributions:                            
Dividends (from net investment income)*     (0.34)       (0.30)       (0.17)      
Distributions (from capital gains)*     (0.65)                  
Total Distributions     (0.99)       (0.30)       (0.17)      
Net Asset Value, End of Period     $12.89       $11.56       $10.37      
Total Return**     20.83%       14.50%       5.36%      
Net Assets, End of Period (in thousands)     $999       $489       $940      
Average Net Assets for the Period (in thousands)     $613       $793       $900      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     2.70%       3.50%       6.25%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.57%       1.51%       1.70%      
Ratio of Net Investment Income to Average Net Assets***     3.63%       2.26%       3.37%      
Portfolio Turnover Rate     51%       116%       24%      

 

Class C Shares

 

For a share outstanding during each year or period ended June 30   INTECH International Fund    
and the year ended July 31, 2009   2014   2013   2012   2011   2010(3)   2009    
                                                     
Net Asset Value, Beginning of Period     $8.14       $6.78       $8.11       $6.17       $6.57       $8.93      
Income from Investment Operations:                                                    
Net investment income     0.19(2)       2.46       0.17       0.58       0.13       0.16      
Net gain/(loss) on investments (both realized and unrealized)     1.57       (0.93)       (1.43)       1.47       (0.47)       (2.30)      
Total from Investment Operations     1.76       1.53       (1.26)       2.05       (0.34)       (2.14)      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.32)       (0.17)       (0.07)       (0.11)       (0.06)       (0.22)      
Distributions (from capital gains)*     (4)                                    
Total Distributions     (0.32)       (0.17)       (0.07)       (0.11)       (0.06)       (0.22)      
Net Asset Value, End of Period     $9.58       $8.14       $6.78       $8.11       $6.17       $6.57      
Total Return**     21.91%       22.79%       (15.55)%       33.37%       (5.31)%       (23.61)%      
Net Assets, End of Period (in thousands)     $526       $113       $433       $563       $1,642       $1,737      
Average Net Assets for the Period (in thousands)     $179       $251       $574       $1,877       $1,827       $1,552      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.93%       1.32%       1.71%       3.96%       5.33%       7.20%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.93%       1.18%       1.47%       1.21%(5)       0.73%(5)       0.69%(5)      
Ratio of Net Investment Income to Average Net Assets***     2.13%       1.20%       1.33%       1.92%       1.88%       2.56%      
Portfolio Turnover Rate     160%       143%       140%       179%       119%       115%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from December 15, 2011 (inception date) through June 30, 2012.
(2)   Per share amounts are calculated based on average shares outstanding during the year.
(3)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(4)   Less than $0.005 on a per share basis.
(5)   Pursuant to a contractual agreement, Janus waived certain fees and expenses during the period. The Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets would have been 2.00% in 2011, 2.00% in 2010 and 1.68% in 2009 without the waiver of these fees and expenses.

 

See Notes to Financial Statements.

Janus Mathematical Funds 67 

 

 

Financial Highlights  (continued)

 

Class C Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Core Fund    
and the period ended October 31, 2009   2014   2013   2012   2011   2010(1)   2009(2)    
                                                     
Net Asset Value, Beginning of Period     $17.59       $14.68       $14.26       $10.71       $10.54       $9.26      
Income from Investment Operations:                                                    
Net investment income/(loss)     (0.01)(3)       0.04       0.03       (4)       0.03       0.02      
Net gain on investments (both realized and unrealized)     4.32       2.96       0.39       3.56       0.16       1.26      
Total from Investment Operations     4.31       3.00       0.42       3.56       0.19       1.28      
Less Distributions:                                                    
Dividends (from net investment income)*           (0.09)             (0.01)       (0.02)            
Distributions (from capital gains)*     (0.76)                                    
Total Distributions     (0.76)       (0.09)             (0.01)       (0.02)            
Net Asset Value, End of Period     $21.14       $17.59       $14.68       $14.26       $10.71       $10.54      
Total Return**     24.87%       20.51%       2.95%       33.26%       1.82%       13.82%      
Net Assets, End of Period (in thousands)     $14,013       $9,154       $6,450       $6,755       $6,452       $7,938      
Average Net Assets for the Period (in thousands)     $11,106       $7,536       $6,402       $6,690       $7,678       $8,527      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.75%       1.77%       1.83%       1.80%       1.56%       2.17%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.75%       1.77%       1.83%       1.80%       1.56%       1.83%      
Ratio of Net Investment Income/(Loss) to Average Net Assets***     (0.07)%       0.25%       0.20%       (0.01)%       0.35%       0.44%      
Portfolio Turnover Rate     59%       67%       73%       93%       80%       111%      

 

Class C Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Growth Fund    
and the year ended July 31, 2009   2014   2013   2012   2011   2010(5)   2009    
                                                     
Net Asset Value, Beginning of Period     $16.18       $13.92       $13.58       $10.15       $9.50       $12.45      
Income from Investment Operations:                                                    
Net investment income/(loss)     (0.03)(3)       0.04       (0.28)       (0.22)       (0.14)       (0.05)      
Net gain/(loss) on investments (both realized and unrealized)     4.20       2.28       0.62       3.65       0.81       (2.88)      
Total from Investment Operations     4.17       2.32       0.34       3.43       0.67       (2.93)      
Less Distributions and Other:                                                    
Dividends (from net investment income)*           (0.06)                   (0.02)       (0.02)      
Distributions (from capital gains)*                                        
Redemption fees     N/A       N/A                   (6)            
Total Distributions and Other           (0.06)                   (0.02)       (0.02)      
Net Asset Value, End of Period     $20.35       $16.18       $13.92       $13.58       $10.15       $9.50      
Total Return**     25.77%       16.70%       2.50%       33.79%       7.05%       (23.53)%      
Net Assets, End of Period (in thousands)     $3,761       $3,232       $2,742       $3,717       $3,928       $4,921      
Average Net Assets for the Period (in thousands)     $3,521       $2,999       $3,089       $4,005       $4,571       $5,469      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.59%       1.60%       1.71%       1.71%       2.82%       1.67%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.59%       1.60%       1.71%       1.70%       1.93%       1.62%      
Ratio of Net Investment Income/(Loss) to Average Net Assets***     (0.15)%       0.15%       (0.15)%       (0.25)%       (0.32)%       0.21%      
Portfolio Turnover Rate     110%       81%       84%       96%       117%       119%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from November 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from October 31 to June 30.
(2)   Period from July 6, 2009 (inception date) through October 31, 2009.
(3)   Per share amounts are calculated based on average shares outstanding during the year.
(4)   Less than $0.005 on a per share basis.
(5)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(6)   Redemption fees aggregated less than $0.005 on a per share basis. Redemption fees were eliminated effective April 2, 2012.

 

See Notes to Financial Statements.

 

68 JUNE 30, 2014 

 

 

Class C Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Value Fund    
and the year ended July 31, 2009   2014   2013   2012   2011   2010(1)   2009    
                                                     
Net Asset Value, Beginning of Period     $12.43       $10.14       $9.94       $7.81       $7.35       $9.78      
Income from Investment Operations:                                                    
Net investment income/(loss)     0.04(2)       (0.08)       0.18       0.14       0.03       0.12      
Net gain/(loss) on investments (both realized and unrealized)     2.77       2.49       0.02       2.05       0.45       (2.34)      
Total from Investment Operations     2.81       2.41       0.20       2.19       0.48       (2.22)      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.07)       (0.12)             (0.06)       (0.02)       (0.21)      
Distributions (from capital gains)*     (2.08)                                    
Total Distributions     (2.15)       (0.12)             (0.06)       (0.02)       (0.21)      
Net Asset Value, End of Period     $13.09       $12.43       $10.14       $9.94       $7.81       $7.35      
Total Return**     24.20%       23.97%       2.01%       28.03%       6.51%       (22.52)%      
Net Assets, End of Period (in thousands)     $861       $380       $147       $217       $330       $281      
Average Net Assets for the Period (in thousands)     $643       $206       $164       $432       $324       $266      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.67%       1.69%       1.72%       1.74%       1.80%       1.99%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.67%       1.69%       1.61%       1.74%       1.76%       1.47%      
Ratio of Net Investment Income to Average Net Assets***     0.31%       0.57%       0.81%       0.58%       0.51%       1.94%      
Portfolio Turnover Rate     150%       100%       100%       108%       92%       100%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(2)   Per share amounts are calculated based on average shares outstanding during the year.

 

See Notes to Financial Statements.

 

Janus Mathematical Funds 69 

 

 

Financial Highlights (continued)

 

Class D Shares

 

    INTECH Global
Dividend Fund
   
For a share outstanding during each year or period ended June 30   2014   2013   2012(1)    
                             
Net Asset Value, Beginning of Period     $11.58       $10.39       $10.00      
Income from Investment Operations:                            
Net investment income     0.56(2)       0.42       0.21      
Net gain on investments (both realized and unrealized)     1.88       1.17       0.35      
Total from Investment Operations     2.44       1.59       0.56      
Less Distributions:                            
Dividends (from net investment income)*     (0.45)       (0.40)       (0.17)      
Distributions (from capital gains)*     (0.65)                  
Total Distributions     (1.10)       (0.40)       (0.17)      
Net Asset Value, End of Period     $12.92       $11.58       $10.39      
Total Return**     21.92%       15.49%       5.60%      
Net Assets, End of Period (in thousands)     $8,689       $4,706       $2,124      
Average Net Assets for the Period (in thousands)     $6,297       $3,161       $1,727      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.78%       2.57%       5.98%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.66%       0.67%       1.32%      
Ratio of Net Investment Income to Average Net Assets***     4.51%       3.91%       4.09%      
Portfolio Turnover Rate     51%       116%       24%      

 

Class D Shares

 

    INTECH U.S. Core Fund    
For a share outstanding during each year or period ended June 30   2014   2013   2012   2011   2010(3)    
                                             
Net Asset Value, Beginning of Period     $17.67       $14.74       $14.32       $10.74       $10.95      
Income from Investment Operations:                                            
Net investment income     0.17(2)       0.19       0.17       0.13       0.05      
Net gain/(loss) on investments (both realized and unrealized)     4.35       2.97       0.39       3.59       (0.26)      
Total from Investment Operations     4.52       3.16       0.56       3.72       (0.21)      
Less Distributions and Other:                                            
Dividends (from net investment income)*     (0.14)       (0.23)       (0.14)       (0.14)            
Distributions (from capital gains)*     (0.76)                              
Redemption fees     N/A       N/A       (4)       (4)       (4)      
Total Distributions and Other     (0.90)       (0.23)       (0.14)       (0.14)            
Net Asset Value, End of Period     $21.29       $17.67       $14.74       $14.32       $10.74      
Total Return**     26.02%       21.62%       3.96%       34.74%       (1.92)%      
Net Assets, End of Period (in thousands)     $286,019       $220,548       $174,853       $173,097       $135,712      
Average Net Assets for the Period (in thousands)     $255,973       $192,611       $168,338       $156,479       $150,392      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.80%       0.85%       0.84%       0.82%       0.61%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.80%       0.85%       0.84%       0.82%       0.60%      
Ratio of Net Investment Income to Average Net Assets***     0.87%       1.17%       1.20%       0.96%       1.22%      
Portfolio Turnover Rate     59%       67%       73%       93%       80%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from December 15, 2011 (inception date) through June 30, 2012.
(2)   Per share amounts are calculated based on average shares outstanding during the year.
(3)   Period from February 16, 2010 (inception date) through June 30, 2010.
(4)   Redemption fees aggregated less than $0.005 on a per share basis. Redemption fees were eliminated effective April 2, 2012.

 

See Notes to Financial Statements.

 

70 | JUNE 30, 2014 

 

 

Class I Shares

 

    INTECH Global Dividend Fund    
For a share outstanding during each year or period ended June 30   2014   2013   2012(1)    
                             
Net Asset Value, Beginning of Period     $11.62       $10.42       $10.00      
Income from Investment Operations:                            
Net investment income     0.56(2)       0.46       0.23      
Net gain on investments (both realized and unrealized)     1.90       1.15       0.36      
Total from Investment Operations     2.46       1.61       0.59      
Less Distributions:                            
Dividends (from net investment income)*     (0.46)       (0.41)       (0.17)      
Distributions (from capital gains)*     (0.65)                  
Total Distributions     (1.11)       (0.41)       (0.17)      
Net Asset Value, End of Period     $12.97       $11.62       $10.42      
Total Return**     22.09%       15.66%       5.90%      
Net Assets, End of Period (in thousands)     $1,995       $1,571       $1,897      
Average Net Assets for the Period (in thousands)     $1,855       $1,927       $1,542      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.67%       2.45%       5.07%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.52%       0.51%       0.75%      
Ratio of Net Investment Income to Average Net Assets***     4.54%       3.63%       4.64%      
Portfolio Turnover Rate     51%       116%       24%      

 

Class I Shares

 

For a share outstanding during each year or period ended   INTECH International Fund    
June 30 and the year ended July 31, 2009   2014   2013   2012   2011   2010(3)   2009    
                                                     
Net Asset Value, Beginning of Period     $8.03       $6.77       $8.06       $6.14       $6.55       $8.98      
Income from Investment Operations:                                                    
Net investment income     0.21(2)       0.18       0.12       0.03       0.13       0.15      
Net gain/(loss) on investments (both realized and unrealized)     1.63       1.28       (1.35)       2.00       (0.48)       (2.30)      
Total from Investment Operations     1.84       1.46       (1.23)       2.03       (0.35)       (2.15)      
Less Distributions and Other:                                                    
Dividends (from net investment income)*     (0.24)       (0.20)       (0.06)       (0.11)       (0.06)       (0.28)      
Distributions (from capital gains)*     (4)                                    
Redemption fees     N/A       N/A       (5)             (5)            
Total Distributions and Other     (0.24)       (0.20)       (0.06)       (0.11)       (0.06)       (0.28)      
Net Asset Value, End of Period     $9.63       $8.03       $6.77       $8.06       $6.14       $6.55      
Total Return**     23.21%       21.78%       (15.18)%       33.20%       (5.48)%       (23.56)%      
Net Assets, End of Period (in thousands)     $69,062       $59,981       $35,608       $20,713       $1,180       $2,327      
Average Net Assets for the Period (in thousands)     $66,596       $42,583       $29,910       $1,393       $2,223       $1,935      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.81%       0.92%       1.13%       3.08%       4.68%       6.34%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.81%       0.92%       1.00%       0.86%       1.00%       0.68%      
Ratio of Net Investment Income to Average Net Assets***     2.27%       1.86%       2.05%       2.28%       1.38%       2.65%      
Portfolio Turnover Rate     160%       143%       140%       179%       119%       115%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from December 15, 2011 (inception date) through June 30, 2012.
(2)   Per share amounts are calculated based on average shares outstanding during the year.
(3)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(4)   Less than $0.005 on a per share basis.
(5)   Redemption fees aggregated less than $0.005 on a per share basis. Redemption fees were eliminated effective April 2, 2012.

 

See Notes to Financial Statements.

 

Janus Mathematical Funds 71 

 

 

Financial Highlights (continued)

 

Class I Shares

 

For a share outstanding during each year or period ended   INTECH U.S. Core Fund    
June 30 and the period ended October 31, 2009   2014   2013   2012   2011   2010(1)   2009(2)    
                                                     
Net Asset Value, Beginning of Period     $17.68       $14.75       $14.33       $10.75       $10.57       $9.26      
Income from Investment Operations:                                                    
Net investment income     0.20(3)       0.19       0.20       0.16       0.11       0.05      
Net gain on investments (both realized and unrealized)     4.35       2.99       0.37       3.57       0.16       1.26      
Total from Investment Operations     4.55       3.18       0.57       3.73       0.27       1.31      
Less Distributions and Other:                                                    
Dividends (from net investment income)*     (0.16)       (0.25)       (0.15)       (0.15)       (0.09)            
Distributions (from capital gains)*     (0.76)                                    
Redemption fees     N/A       N/A       (4)       (4)       (4)            
Total Distributions and Other     (0.92)       (0.25)       (0.15)       (0.15)       (0.09)            
Net Asset Value, End of Period     $21.31       $17.68       $14.75       $14.33       $10.75       $10.57      
Total Return**     26.22%       21.75%       4.06%       34.84%       2.51%       14.15%      
Net Assets, End of Period (in thousands)     $174,615       $71,592       $50,196       $55,567       $50,382       $45,795      
Average Net Assets for the Period (in thousands)     $147,897       $56,472       $52,297       $53,512       $51,959       $49,319      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.68%       0.75%       0.72%       0.72%       0.53%       0.80%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.68%       0.75%       0.72%       0.72%       0.53%       0.78%      
Ratio of Net Investment Income to Average Net Assets***     1.00%       1.27%       1.31%       1.07%       1.37%       1.49%      
Portfolio Turnover Rate     59%       67%       73%       93%       80%       111%      

 

Class I Shares

 

For a share outstanding during each year or period ended   INTECH U.S. Growth Fund    
June 30 and the year ended July 31, 2009   2014   2013   2012   2011   2010(5)   2009    
                                                     
Net Asset Value, Beginning of Period     $16.68       $14.35       $13.97       $10.45       $9.72       $12.84      
Income from Investment Operations:                                                    
Net investment income     0.16(3)       0.18       0.13       0.13       0.12       0.12      
Net gain/(loss) on investments (both realized and unrealized)     4.33       2.36       0.37       3.55       0.69       (3.07)      
Total from Investment Operations     4.49       2.54       0.50       3.68       0.81       (2.95)      
Less Distributions and Other:                                                    
Dividends (from net investment income)*     (0.14)       (0.21)       (0.12)       (0.16)       (0.08)       (0.17)      
Distributions (from capital gains)*                                        
Redemption fees     N/A       N/A       (4)       (4)       (4)       (4)      
Total Distributions and Other     (0.14)       (0.21)       (0.12)       (0.16)       (0.08)       (0.17)      
Net Asset Value, End of Period     $21.03       $16.68       $14.35       $13.97       $10.45       $9.72      
Total Return**     27.02%       17.89%       3.64%       35.31%       8.29%       (22.76)%      
Net Assets, End of Period (in thousands)     $244,747       $218,980       $264,411       $323,567       $379,401       $807,347      
Average Net Assets for the Period (in thousands)     $232,771       $258,682       $287,232       $329,686       $768,204       $857,115      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.61%       0.58%       0.62%       0.63%       0.62%       0.55%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.61%       0.58%       0.62%       0.63%       0.61%       0.55%      
Ratio of Net Investment Income to Average Net Assets***     0.83%       1.20%       0.95%       0.84%       1.00%       1.30%      
Portfolio Turnover Rate     110%       81%       84%       96%       117%       119%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from November 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from October 31 to June 30.
(2)   Period from July 6, 2009 (inception date) through October 31, 2009.
(3)   Per share amounts are calculated based on average shares outstanding during the year.
(4)   Redemption fees aggregated less than $0.005 on a per share basis. Redemption fees were eliminated effective April 2, 2012.
(5)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.

 

See Notes to Financial Statements.

 

72 JUNE 30, 2014 

 

 

Class I Shares

 

For a share outstanding during each year or period ended   INTECH U.S. Value Fund    
June 30 and the year ended July 31, 2009   2014   2013   2012   2011   2010(1)   2009    
                                                     
Net Asset Value, Beginning of Period     $12.51       $10.19       $10.07       $7.89       $7.37       $9.91      
Income from Investment Operations:                                                    
Net investment income     0.17(2)       0.22       0.17       0.15       0.11       0.18      
Net gain/(loss) on investments (both realized and unrealized)     2.80       2.32       0.12       2.16       0.45       (2.38)      
Total from Investment Operations     2.97       2.54       0.29       2.31       0.56       (2.20)      
Less Distributions and Other:                                                    
Dividends (from net investment income)*     (0.15)       (0.22)       (0.17)       (0.13)       (0.04)       (0.34)      
Distributions (from capital gains)*     (2.08)                                    
Redemption fees     N/A       N/A       (3)             (3)       (3)      
Total Distributions and Other     (2.23)       (0.22)       (0.17)       (0.13)       (0.04)       (0.34)      
Net Asset Value, End of Period     $13.25       $12.51       $10.19       $10.07       $7.89       $7.37      
Total Return**     25.48%       25.23%       2.96%       29.38%       7.62%       (21.96)%      
Net Assets, End of Period (in thousands)     $104,039       $77,625       $93,800       $93,695       $66,137       $59,647      
Average Net Assets for the Period (in thousands)     $86,864       $93,335       $89,976       $84,034       $69,502       $53,614      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.66%       0.67%       0.67%       0.68%       0.77%       0.96%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.66%       0.67%       0.67%       0.68%       0.75%       0.61%      
Ratio of Net Investment Income to Average Net Assets***     1.32%       1.71%       1.78%       1.64%       1.53%       2.79%      
Portfolio Turnover Rate     150%       100%       100%       108%       92%       100%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(2)   Per share amounts are calculated based on average shares outstanding during the year.
(3)   Redemption fees aggregated less than $0.005 on a per share basis. Redemption fees were eliminated effective April 2, 2012.

 

See Notes to Financial Statements.

 

Janus Mathematical Funds 73 

 

 

Financial Highlights (continued)

 

Class S Shares

 

    INTECH Global
Dividend Fund
   
For a share outstanding during each year or period ended June 30   2014   2013   2012(1)    
                             
Net Asset Value, Beginning of Period     $11.58       $10.39       $10.00      
Income from Investment Operations:                            
Net investment income     0.46(2)       0.43       0.21      
Net gain on investments (both realized and unrealized)     1.98       1.15       0.35      
Total from Investment Operations     2.44       1.58       0.56      
Less Distributions:                            
Dividends (from net investment income)*     (0.44)       (0.39)       (0.17)      
Distributions (from capital gains)*     (0.65)                  
Total Distributions     (1.09)       (0.39)       (0.17)      
Net Asset Value, End of Period     $12.93       $11.58       $10.39      
Total Return**     21.99%       15.40%       5.60%      
Net Assets, End of Period (in thousands)     $174       $286       $880      
Average Net Assets for the Period (in thousands)     $199       $726       $872      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     2.13%       2.96%       5.82%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.77%       0.86%       1.26%      
Ratio of Net Investment Income to Average Net Assets***     3.72%       2.86%       3.77%      
Portfolio Turnover Rate     51%       116%       24%      

 

Class S Shares

 

For a share outstanding during each year or period ended June 30   INTECH International Fund    
and the year ended July 31, 2009   2014   2013   2012   2011   2010(3)   2009    
                                                     
Net Asset Value, Beginning of Period     $8.09       $6.79       $8.12       $6.16       $6.56       $8.95      
Income from Investment Operations:                                                    
Net investment income     0.15(2)       2.47       0.10       0.70       0.13       0.16      
Net gain/(loss) on investments (both realized and unrealized)     1.69       (1.02)       (1.36)       1.37       (0.47)       (2.30)      
Total from Investment Operations     1.84       1.45       (1.26)       2.07       (0.34)       (2.14)      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.19)       (0.15)       (0.07)       (0.11)       (0.06)       (0.25)      
Distributions (from capital gains)*     (4)                                    
Total Distributions     (0.19)       (0.15)       (0.07)       (0.11)       (0.06)       (0.25)      
Net Asset Value, End of Period     $9.74       $8.09       $6.79       $8.12       $6.16       $6.56      
Total Return**     22.92%       21.48%       (15.54)%       33.75%       (5.32)%       (23.54)%      
Net Assets, End of Period (in thousands)     $67       $118       $421       $498       $1,642       $1,733      
Average Net Assets for the Period (in thousands)     $86       $254       $432       $1,870       $1,831       $1,551      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.33%       1.48%       1.66%       3.46%       4.83%       6.66%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.13%       1.29%       1.44%       1.07%(5)       0.72%(5)       0.65%(5)      
Ratio of Net Investment Income to Average Net Assets***     1.69%       1.09%       1.52%       2.05%       1.89%       2.60%      
Portfolio Turnover Rate     160%       143%       140%       179%       119%       115%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from December 15, 2011 (inception date) through June 30, 2012.
(2)   Per share amounts are calculated based on average shares outstanding during the year.
(3)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(4)   Less than $0.005 on a per share basis.
(5)   Pursuant to a contractual agreement, Janus waived certain fees and expenses during the period. The Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets would have been 1.50% in 2011, 1.50% in 2010 and 1.18% in 2009 without the waiver of these fees and expenses.

 

See Notes to Financial Statements.

 

74 JUNE 30, 2014 

 

 

Class S Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Core Fund    
and the period ended October 31, 2009   2014   2013   2012   2011   2010(1)   2009(2)    
                                                     
Net Asset Value, Beginning of Period     $17.66       $14.73       $14.29       $10.73       $10.55       $9.26      
Income from Investment Operations:                                                    
Net investment income     0.11(3)       0.16       0.12       0.08       0.07       0.04      
Net gain on investments (both realized and unrealized)     4.34       2.94       0.40       3.57       0.17       1.25      
Total from Investment Operations     4.45       3.10       0.52       3.65       0.24       1.29      
Less Distributions and Other:                                                    
Dividends (from net investment income)*     (0.12)       (0.17)       (0.09)       (0.09)       (0.06)            
Distributions (from capital gains)*     (0.76)                                    
Redemption fees     N/A       N/A       0.01       (4)       (4)       (4)      
Total Distributions and Other     (0.88)       (0.17)       (0.08)       (0.09)       (0.06)            
Net Asset Value, End of Period     $21.23       $17.66       $14.73       $14.29       $10.73       $10.55      
Total Return**     25.61%       21.20%       3.75%       34.11%       2.26%       13.93%      
Net Assets, End of Period (in thousands)     $30,533       $5,996       $4,645       $4,836       $3,888       $4,558      
Average Net Assets for the Period (in thousands)     $24,601       $4,857       $4,525       $4,423       $4,677       $5,179      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.14%       1.17%       1.16%       1.18%       1.03%       1.27%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.14%       1.17%       1.16%       1.18%       1.02%       1.25%      
Ratio of Net Investment Income to Average Net Assets***     0.54%       0.86%       0.88%       0.61%       0.89%       1.02%      
Portfolio Turnover Rate     59%       67%       73%       93%       80%       111%      

 

Class S Shares

 

For a share outstanding during each year or period ended   INTECH U.S. Growth Fund    
June 30 and the year ended July 31, 2009   2014   2013   2012   2011   2010(5)   2009    
                                                     
Net Asset Value, Beginning of Period     $16.73       $14.39       $14.02       $10.48       $9.77       $12.81      
Income from Investment Operations:                                                    
Net investment income/(loss)     0.08(3)       0.15       (0.06)       0.33       0.20       0.33      
Net gain/(loss) on investments (both realized and unrealized)     4.33       2.33       0.49       3.31       0.56       (3.30)      
Total from Investment Operations     4.41       2.48       0.43       3.64       0.76       (2.97)      
Less Distributions and Other:                                                    
Dividends (from net investment income)*     (0.06)       (0.14)       (0.06)       (0.10)       (0.05)       (0.07)      
Distributions (from capital gains)*                                        
Redemption fees     N/A       N/A       (4)       (4)       (4)       (4)      
Total Distributions and Other     (0.06)       (0.14)       (0.06)       (0.10)       (0.05)       (0.07)      
Net Asset Value, End of Period     $21.08       $16.73       $14.39       $14.02       $10.48       $9.77      
Total Return**     26.40%       17.36%       3.14%       34.77%       7.73%       (23.09)%      
Net Assets, End of Period (in thousands)     $12,212       $18,867       $17,270       $13,963       $15,629       $20,051      
Average Net Assets for the Period (in thousands)     $18,031       $17,704       $15,590       $14,606       $18,507       $40,058      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.06%       1.06%       1.07%       1.07%       1.12%       1.04%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.06%       1.06%       1.07%       1.07%       1.12%       1.04%      
Ratio of Net Investment Income to Average Net Assets***     0.41%       0.70%       0.52%       0.40%       0.49%       0.77%      
Portfolio Turnover Rate     110%       81%       84%       96%       117%       119%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from November 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from October 31 to June 30.
(2)   Period from July 6, 2009 (inception date) through October 31, 2009.
(3)   Per share amounts are calculated based on average shares outstanding during the year.
(4)   Redemption fees aggregated less than $0.005 on a per share basis. Redemption fees were eliminated effective April 2, 2012.
(5)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.

 

See Notes to Financial Statements.

 

Janus Mathematical Funds 75 

 

 

Financial Highlights (continued)

 

Class S Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Value Fund    
and the year ended July 31, 2009   2014   2013   2012   2011   2010(1)   2009    
                                                     
Net Asset Value, Beginning of Period     $12.53       $10.15       $10.02       $7.85       $7.37       $9.86      
Income from Investment Operations:                                                    
Net investment income     0.11(2)       0.90       0.13       0.15       0.08       0.17      
Net gain/(loss) on investments (both realized and unrealized)     2.82       1.63       0.11       2.11       0.44       (2.38)      
Total from Investment Operations     2.93       2.53       0.24       2.26       0.52       (2.21)      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.11)       (0.15)       (0.11)       (0.09)       (0.04)       (0.28)      
Distributions (from capital gains)*     (2.08)                                    
Total Distributions     (2.19)       (0.15)       (0.11)       (0.09)       (0.04)       (0.28)      
Net Asset Value, End of Period     $13.27       $12.53       $10.15       $10.02       $7.85       $7.37      
Total Return**     25.01%       25.12%       2.48%       28.81%       7.00%       (22.15)%      
Net Assets, End of Period (in thousands)     $64       $64       $221       $216       $214       $200      
Average Net Assets for the Period (in thousands)     $63       $132       $208       $254       $225       $192      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.23%       1.16%       1.15%       1.17%       1.27%       1.44%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.08%       0.97%       1.09%       1.17%       1.26%       0.97%      
Ratio of Net Investment Income to Average Net Assets***     0.88%       1.41%       1.36%       1.16%       1.02%       2.43%      
Portfolio Turnover Rate     150%       100%       100%       108%       92%       100%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(2)   Per share amounts are calculated based on average shares outstanding during the year.

 

See Notes to Financial Statements.

 

76 JUNE 30, 2014 

 

 

Class T Shares

 

    INTECH Global
Dividend Fund
   
For a share outstanding during each year or period ended June 30   2014   2013   2012(1)    
                             
Net Asset Value, Beginning of Period     $11.60       $10.40       $10.00      
Income from Investment Operations:                            
Net investment income     0.55(2)       0.46       0.22      
Net gain on investments (both realized and unrealized)     1.88       1.14       0.35      
Total from Investment Operations     2.43       1.60       0.57      
Less Distributions:                            
Dividends (from net investment income)*     (0.44)       (0.40)       (0.17)      
Distributions (from capital gains)*     (0.65)                  
Total Distributions     (1.09)       (0.40)       (0.17)      
Net Asset Value, End of Period     $12.94       $11.60       $10.40      
Total Return**     21.84%       15.55%       5.70%      
Net Assets, End of Period (in thousands)     $2,200       $615       $1,233      
Average Net Assets for the Period (in thousands)     $855       $1,249       $1,093      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.83%       2.69%       5.53%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.71%       0.69%       1.03%      
Ratio of Net Investment Income to Average Net Assets***     4.49%       3.27%       4.09%      
Portfolio Turnover Rate     51%       116%       24%      

 

Class T Shares

 

For a share outstanding during each year or period ended June 30   INTECH International Fund    
and the period ended July 31, 2009   2014   2013   2012   2011   2010(3)   2009(4)    
                                                     
Net Asset Value, Beginning of Period     $8.01       $6.77       $8.09       $6.16       $6.55       $5.93      
Income from Investment Operations:                                                    
Net investment income     0.32(2)       0.08       0.06       0.17       0.12       (5)      
Net gain/(loss) on investments (both realized and unrealized)     1.49       1.35       (1.31)       1.87       (0.45)       0.62      
Total from Investment Operations     1.81       1.43       (1.25)       2.04       (0.33)       0.62      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.22)       (0.19)       (0.07)       (0.11)       (0.06)            
Distributions (from capital gains)*     (5)                                    
Total Distributions     (0.22)       (0.19)       (0.07)       (0.11)       (0.06)            
Net Asset Value, End of Period     $9.60       $8.01       $6.77       $8.09       $6.16       $6.55      
Total Return**     22.78%       21.30%       (15.47)%       33.26%       (5.17)%       10.46%      
Net Assets, End of Period (in thousands)     $2,504       $202       $59       $45       $10       $1      
Average Net Assets for the Period (in thousands)     $1,121       $70       $40       $29       $8       $1      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     1.12%       1.27%       1.41%       2.41%       4.81%       13.96%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     1.12%       1.26%       1.25%       0.54%(6)       0.31%(6)       1.25%      
Ratio of Net Investment Income/(Loss) to Average Net Assets***     3.44%       1.24%       1.80%       3.12%       2.47%       (0.35)%      
Portfolio Turnover Rate     160%       143%       140%       179%       119%       115%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from December 15, 2011 (inception date) through June 30, 2012.
(2)   Per share amounts are calculated based on average shares outstanding during the year.
(3)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(4)   Period from July 6, 2009 (inception date) through July 31, 2009.
(5)   Less than $0.005 on a per share basis.
(6)   Pursuant to a contractual agreement, Janus waived certain fees and expenses during the period. The Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets would have been 1.25% in 2011 and 1.25% in 2010 without the waiver of these fees and expenses.

 

See Notes to Financial Statements.

Janus Mathematical Funds 77 

 

 

Financial Highlights (continued)

 

Class T Shares

 

For a share outstanding during each year or period ended   INTECH U.S. Core Fund    
June 30 and the year ended October 31, 2009   2014   2013   2012   2011   2010(1)   2009    
                                                     
Net Asset Value, Beginning of Period     $17.67       $14.74       $14.31       $10.74       $10.56       $10.21      
Income from Investment Operations:                                                    
Net investment income     0.16(2)       0.18       0.15       0.12       0.12       0.18      
Net gain on investments (both realized and unrealized)     4.34       2.97       0.40       3.58       0.14       0.46      
Total from Investment Operations     4.50       3.15       0.55       3.70       0.26       0.64      
Less Distributions and Other:                                                    
Dividends (from net investment income)*     (0.12)       (0.22)       (0.12)       (0.13)       (0.08)       (0.29)      
Distributions (from capital gains)*     (0.76)                                    
Redemption fees     N/A       N/A       (3)       (3)       (3)       (3)      
Total Distributions and Other     (0.88)       (0.22)       (0.12)       (0.13)       (0.08)       (0.29)      
Net Asset Value, End of Period     $21.29       $17.67       $14.74       $14.31       $10.74       $10.56      
Total Return**     25.94%       21.58%       3.93%       34.53%       2.39%       6.70%      
Net Assets, End of Period (in thousands)     $147,294       $109,408       $83,640       $74,483       $58,922       $222,932      
Average Net Assets for the Period (in thousands)     $129,992       $92,764       $75,220       $66,619       $140,726       $215,954      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.89%       0.92%       0.91%       0.92%       0.79%       0.91%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.89%       0.92%       0.91%       0.92%       0.79%       0.91%      
Ratio of Net Investment Income to Average Net Assets***     0.79%       1.11%       1.14%       0.87%       1.16%       1.78%      
Portfolio Turnover Rate     59%       67%       73%       93%       80%       111%      

 

Class T Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Growth Fund    
and the period ended July 31, 2009   2014   2013   2012   2011   2010(4)   2009(5)    
                                                     
Net Asset Value, Beginning of Period     $16.62       $14.33       $13.96       $10.48       $9.76       $8.98      
Income from Investment Operations:                                                    
Net investment income     0.11(2)       0.26       0.12       0.11       0.06       0.01      
Net gain on investments (both realized and unrealized)     4.33       2.24       0.33       3.54       0.73       0.77      
Total from Investment Operations     4.44       2.50       0.45       3.65       0.79       0.78      
Less Distributions and Other:                                                    
Dividends (from net investment income)*     (0.13)       (0.21)       (0.10)       (0.17)       (0.07)            
Distributions (from capital gains)*                                        
Redemption fees     N/A       N/A       0.02                        
Total Distributions and Other     (0.13)       (0.21)       (0.08)       (0.17)       (0.07)            
Net Asset Value, End of Period     $20.93       $16.62       $14.33       $13.96       $10.48       $9.76      
Total Return**     26.78%       17.61%       3.45%       34.99%       8.11%       8.69%      
Net Assets, End of Period (in thousands)     $59,551       $15,642       $85       $58       $14       $1      
Average Net Assets for the Period (in thousands)     $35,830       $4,390       $74       $33       $10       $1      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.81%       0.81%       0.83%       0.76%       0.85%       0.86%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.81%       0.81%       0.81%       0.76%       0.85%       0.85%      
Ratio of Net Investment Income to Average Net Assets***     0.58%       0.82%       0.79%       0.63%       0.67%       0.72%      
Portfolio Turnover Rate     110%       81%       84%       96%       117%       119%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from November 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from October 31 to June 30.
(2)   Per share amounts are calculated based on average shares outstanding during the year.
(3)   Redemption fees aggregated less than $0.005 on a per share basis. Redemption fees were eliminated effective April 2, 2012.
(4)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(5)   Period from July 6, 2009 (inception date) through July 31, 2009.

 

See Notes to Financial Statements.

 

78 JUNE 30, 2014 

 

 

Class T Shares

 

For a share outstanding during each year or period ended June 30   INTECH U.S. Value Fund    
and the period ended July 31, 2009   2014   2013   2012   2011   2010(1)   2009(2)    
                                                     
Net Asset Value, Beginning of Period     $12.48       $10.18       $10.05       $7.87       $7.37       $6.63      
Income from Investment Operations:                                                    
Net investment income     0.14(3)       0.19       0.13       0.15       0.05       0.01      
Net gain on investments (both realized and unrealized)     2.80       2.31       0.13       2.15       0.49       0.73      
Total from Investment Operations     2.94       2.50       0.26       2.30       0.54       0.74      
Less Distributions:                                                    
Dividends (from net investment income)*     (0.15)       (0.20)       (0.13)       (0.12)       (0.04)            
Distributions (from capital gains)*     (2.08)                                    
Total Distributions     (2.23)       (0.20)       (0.13)       (0.12)       (0.04)            
Net Asset Value, End of Period     $13.19       $12.48       $10.18       $10.05       $7.87       $7.37      
Total Return**     25.27%       24.84%       2.73%       29.29%       7.31%       11.16%      
Net Assets, End of Period (in thousands)     $18,659       $479       $58       $17       $33       $1      
Average Net Assets for the Period (in thousands)     $9,758       $205       $36       $35       $20       $1      
Ratio of Gross Expenses (Absent the Waiver of Certain Fees and Expense Offsets) to Average Net Assets***     0.90%       0.91%       0.89%       0.95%       0.99%       1.47%      
Ratio of Net Expenses (After Waivers and Expense Offsets) to Average Net Assets***     0.90%       0.89%       0.89%       0.95%       1.00%       1.00%      
Ratio of Net Investment Income to Average Net Assets***     1.09%       1.28%       1.54%       1.39%       1.20%       2.08%      
Portfolio Turnover Rate     150%       100%       100%       108%       92%       100%      

 

*   See “Federal Income Tax” in Notes to Financial Statements.
**   Total return not annualized for periods of less than one full year.
***   Annualized for periods of less than one full year.
(1)   Period from August 1, 2009 through June 30, 2010. The Fund changed its fiscal year end from July 31 to June 30.
(2)   Period from July 6, 2009 (inception date) through July 31, 2009.
(3)   Per share amounts are calculated based on average shares outstanding during the year.

 

See Notes to Financial Statements.

 

Janus Mathematical Funds 79 

 

 

Notes to Financial Statements

 

The following section describes the organization and significant accounting policies and provides more detailed information about the schedules and tables that appear throughout this report. In addition, the Notes to Financial Statements explain the methods used in preparing and presenting this report.

 

1.  Organization and Significant Accounting Policies

 

INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund and INTECH U.S. Value Fund (individually, a “Fund” and collectively, the “Funds”) are series funds. The Funds are part of Janus Investment Fund (the “Trust”), which is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The financial statements include information for the year ended June 30, 2014. The Trust offers forty-six funds which include multiple series of shares, with differing investment objectives and policies. The Funds invest primarily in common stocks. Each Fund in this report is classified as diversified, as defined in the 1940 Act.

 

Each Fund in this report offers multiple classes of shares in order to meet the needs of various types of investors. Each class represents an interest in the same portfolio of investments. Certain financial intermediaries may not offer all classes of shares.

 

Class A Shares and Class C Shares are generally offered through financial intermediary platforms including, but not limited to, traditional brokerage platforms, mutual fund wrap fee programs, bank trust platforms, and retirement platforms. The maximum purchase in Class C Shares is $500,000 for any single purchase.

 

Class D Shares are generally no longer being made available to new investors who do not already have a direct account with the Janus funds. Class D Shares are available only to investors who hold accounts directly with the Janus funds, to immediate family members or members of the same household of an eligible individual investor, and to existing beneficial owners of sole proprietorships or partnerships that hold accounts directly with the Janus funds.

 

Class I Shares are available through certain financial intermediary platforms including, but not limited to, mutual fund wrap fee programs, managed account programs, asset allocation programs, and bank trust platforms, as well as certain retirement platforms. Class I Shares are also available to certain institutional investors including, but not limited to, corporations, certain retirement plans, public plans, and foundations/endowments.

 

Class S Shares are offered through financial intermediary platforms including, but not limited to, retirement platforms and asset allocation, mutual fund wrap, or other discretionary or nondiscretionary fee-based investment advisory programs. In addition, Class S Shares may be available through certain financial intermediaries who have an agreement with Janus Capital Management LLC (“Janus Capital”) or its affiliates to offer Class S Shares on their supermarket platforms.

 

Class T Shares are available through certain financial intermediary platforms including, but not limited to, mutual fund wrap fee programs, managed account programs, asset allocation programs, bank trust platforms, as well as certain retirement platforms. In addition, Class T Shares may be available through certain financial intermediaries who have an agreement with Janus Capital or its affiliates to offer Class T Shares on their supermarket platforms.

 

The following accounting policies have been followed by the Funds and are in conformity with accounting principles generally accepted in the United States of America.

 

Investment Valuation

Securities held by the Funds are valued in accordance with policies and procedures established by and under the supervision of the Trustees (the “Valuation Procedures”). Equity securities traded on a domestic securities exchange are generally valued at the closing prices on the primary market or exchange on which they trade. If such price is lacking for the trading period immediately preceding the time of determination, such securities are valued at their current bid price. Equity securities that are traded on a foreign exchange are generally valued at the closing prices on such markets. In the event that there is no current trading volume on a particular security in such foreign exchange, the bid price from the primary exchange is generally used to value the security. Securities that are traded on the over-the-counter (“OTC”) markets are generally valued at their closing or latest bid prices as available. Foreign securities and currencies are converted to U.S. dollars using the applicable exchange rate in effect at the close of the New York Stock Exchange (“NYSE”). Each Fund will determine the market value of individual securities held by it by using prices provided by one or more professional pricing services which may provide market prices to other funds or, as needed, by obtaining market quotations from independent broker-dealers. Short-term securities maturing within 60 days or less are valued on an amortized cost basis. Debt securities with a remaining maturity of greater than 60 days are valued in accordance with the evaluated bid price supplied by the pricing service that is intended to reflect market value. The evaluated bid price supplied by the pricing service is an evaluation that may consider factors such as security

 

80 | JUNE 30, 2014 

 

 

prices, yields, maturities and ratings. Securities for which market quotations or evaluated prices are not readily available or deemed unreliable are valued at fair value determined in good faith under the Valuation Procedures. Circumstances in which fair value pricing may be utilized include, but are not limited to: (i) a significant event that may affect the securities of a single issuer, such as a merger, bankruptcy, or significant issuer-specific development; (ii) an event that may affect an entire market, such as a natural disaster or significant governmental action; (iii) a nonsignificant event such as a market closing early or not opening, or a security trading halt; and (iv) pricing of a nonvalued security and a restricted or nonpublic security. The Funds use systematic fair valuation models provided by independent third parties to value international equity securities in order to adjust for stale pricing, which may occur between the close of certain foreign exchanges and the close of the NYSE.

 

Investment Transactions and Investment Income

Investment transactions are accounted for as of the date purchased or sold (trade date). Dividend income is recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded as soon as the Trust is informed of the dividend, if such information is obtained subsequent to the ex-dividend date. Dividends from foreign securities may be subject to withholding taxes in foreign jurisdictions. Interest income is recorded on the accrual basis and includes amortization of premiums and accretion of discounts. Gains and losses are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Income, as well as gains and losses, both realized and unrealized, are allocated daily to each class of shares based upon the ratio of net assets represented by each class as a percentage of total net assets.

 

Expenses

Each Fund bears expenses incurred specifically on its behalf, as well as a portion of general expenses, which may be allocated pro rata to each Fund. Each class of shares bears a portion of general expenses, which are allocated daily to each class of shares based upon the ratio of net assets represented by each class as a percentage of total net assets. Expenses directly attributable to a specific class of shares are charged against the operations of such class.

 

Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

 

Indemnifications

In the normal course of business, the Funds may enter into contracts that contain provisions for indemnification of other parties against certain potential liabilities. A Fund’s maximum exposure under these arrangements is unknown, and would involve future claims that may be made against a Fund that have not yet occurred. Currently, the risk of material loss from such claims is considered remote.

 

Foreign Currency Translations

The Funds do not isolate that portion of the results of operations resulting from the effect of changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held at the date of the financial statements. Net unrealized appreciation or depreciation of investments and foreign currency translations arise from changes in the value of assets and liabilities, including investments in securities held at the date of the financial statements, resulting from changes in the exchange rates and changes in market prices of securities held.

 

Currency gains and losses are also calculated on payables and receivables that are denominated in foreign currencies. The payables and receivables are generally related to foreign security transactions and income translations.

 

Foreign currency-denominated assets and forward currency contracts may involve more risks than domestic transactions, including currency risk, political and economic risk, regulatory risk and equity risk. Risks may arise from the potential inability of a counterparty to meet the terms of a contract and from unanticipated movements in the value of foreign currencies relative to the U.S. dollar.

 

Dividend Distributions

Dividends of net investment income for INTECH Global Dividend Fund are generally declared and distributed monthly, and realized capital gains (if any) are distributed annually. The other Funds generally declare and distribute dividends of net investment income and realized capital gains (if any) annually.

 

The Funds may make certain investments in real estate investment trusts (“REITs”) which pay dividends to their shareholders based upon funds available from operations. It is quite common for these dividends to exceed the REITs’ taxable earnings and profits, resulting in the excess

 

Janus Mathematical Funds 81 

 

 

Notes to Financial Statements (continued)

 

portion of such dividends being designated as a return of capital. If the Funds distribute such amounts, such distributions could constitute a return of capital to shareholders for federal income tax purposes.

 

Federal Income Taxes

Each Fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income in accordance with the requirements of Subchapter M of the Internal Revenue Code. Management has analyzed each Fund’s tax positions taken for all open federal income tax years, generally a three-year period, and has concluded that no provision for federal income tax is required in the Funds’ financial statements. The Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

 

Valuation Inputs Summary

In accordance with Financial Accounting Standards Board (“FASB”) standard guidance, the Funds utilize the “Fair Value Measurements” to define fair value, establish a framework for measuring fair value, and expand disclosure requirements regarding fair value measurements. The Fair Value Measurement Standard does not require new fair value measurements, but is applied to the extent that other accounting pronouncements require or permit fair value measurements. This standard emphasizes that fair value is a market-based measurement that should be determined based on the assumptions that market participants would use in pricing an asset or liability. Various inputs are used in determining the value of the Funds’ investments defined pursuant to this standard. These inputs are summarized into three broad levels:

 

Level 1 – Quoted prices in active markets for identical securities.

 

Level 2 – Prices determined using other significant observable inputs. Observable inputs are inputs that reflect the assumptions market participants would use in pricing a security and are developed based on market data obtained from sources independent of the reporting entity. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others.

 

Debt securities may be valued in accordance with the evaluated bid price supplied by the pricing service and generally categorized as Level 2 in the hierarchy. Securities traded on OTC markets and listed securities for which no sales are reported are valued at the latest bid price (or yield equivalent thereof) obtained from one or more dealers transacting in a market for such securities or by a pricing service approved by the Funds’ Trustees and are categorized as Level 2 in the hierarchy. Short-term securities with maturities of 60 days or less are valued at amortized cost, which approximates market value and are categorized as Level 2 in the hierarchy. Other securities that may be categorized as Level 2 in the hierarchy include, but are not limited to, preferred stocks, bank loans, swaps, investments in unregistered investment companies, options, and forward contracts. The Funds use systematic fair valuation models provided by independent third parties to value international equity securities in order to adjust for stale pricing, which may occur between the close of certain foreign exchanges and the close of the NYSE. These are generally categorized as Level 2 in the hierarchy.

 

Level 3 – Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the factors market participants would use in pricing the security and would be based on the best information available under the circumstances.

 

There have been no significant changes in valuation techniques used in valuing any such positions held by the Funds since the beginning of the fiscal year.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of inputs used as of June 30, 2014 to value the Funds’ investments in securities and other financial instruments is included in the “Valuation Inputs Summary” in the Notes to Schedules of Investments and Other Information.

 

The following table shows the amounts of transfers between Level 1, Level 2 and Level 3 of the fair value hierarchy during the year. The Funds recognize transfers between the levels as of the beginning of the fiscal year.

 

    Transfers Out      
    of Level 2 to      
Fund   Level 1      
 
 
INTECH Global Dividend Fund   $54,373      
INTECH International Fund     39,432      
 
 

 

Financial assets were transferred out of Level 2 to Level 1 as the current market for the securities with quoted prices are considered active.

 

82 JUNE 30, 2014 

 

 

2.  Other Investments and Strategies

 

Additional Investment Risk

The financial crisis that began in 2008 caused a significant decline in the value and liquidity of many securities of issuers worldwide in the equity and fixed-income/credit markets. In response to the crisis, the United States and certain foreign governments, along with the U.S. Federal Reserve and certain foreign central banks took steps to support the financial markets. The withdrawal of this support, a failure of measures put in place to respond to the crisis, or investor perception that such efforts were not sufficient each could negatively affect financial markets generally, and the value and liquidity of specific securities. In addition, policy and legislative changes in the United States and in other countries continue to impact many aspects of financial regulation. The effect of these changes on the markets, and the practical implications for market participants, including a Fund, may not be fully known for some time. As a result, it may also be unusually difficult to identify both investment risks and opportunities, which could limit or preclude a Fund’s ability to achieve its investment objective. Therefore, it is important to understand that the value of your investment may fall, sometimes sharply, and you could lose money.

 

The enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) in July 2010 provided for widespread regulation of financial institutions, consumer financial products and services, broker-dealers, OTC derivatives, investment advisers, credit rating agencies, and mortgage lending, which expands federal oversight in the financial sector, including the investment management industry. Many provisions of the Dodd-Frank Act remain pending and will be implemented through future rulemaking. Therefore, the ultimate impact of the Dodd-Frank Act and the regulations under the Dodd-Frank Act on the Funds and the investment management industry as a whole, is not yet certain.

 

A number of countries in the European Union (“EU”) have experienced severe economic and financial difficulties. As a result, financial markets in the EU have been subject to increased volatility and declines in asset values and liquidity. Responses to these financial problems by European governments, central banks, and others, including austerity measures and reforms, may not work, may result in social unrest, and may limit future growth and economic recovery or have other unintended consequences. Further defaults or restructuring by governments and others of their debt could have additional adverse effects on economies, financial markets, and asset valuations around the world.

 

Certain areas of the world have historically been prone to and economically sensitive to environmental events such as, but not limited to, hurricanes, earthquakes, typhoons, flooding, tidal waves, tsunamis, erupting volcanoes, wildfires or droughts, tornadoes, mudslides, or other weather-related phenomena. Such disasters, and the resulting physical or economic damage, could have a severe and negative impact on a Fund’s investment portfolio and, in the longer term, could impair the ability of issuers in which the Fund invests to conduct their businesses as they would under normal conditions. Adverse weather conditions may also have a particularly significant negative effect on issuers in the agricultural sector and on insurance companies that insure against the impact of natural disasters.

 

Counterparties

Fund transactions involving a counterparty are subject to the risk that the counterparty or a third party will not fulfill its obligation to a Fund (“counterparty risk”). Counterparty risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy, or insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s inability to fulfill its obligation may result in significant financial loss to a Fund. A Fund may be unable to recover its investment from the counterparty or may obtain a limited recovery, and/or recovery may be delayed. The extent of a Fund’s exposure to counterparty risk in respect to financial assets approximates its carrying value as recorded on the Fund’s Statement of Assets and Liabilities.

 

A Fund may be exposed to counterparty risk through participation in various programs including, but not limited to, lending its securities to third parties, cash sweep arrangements whereby a Fund’s cash balance is invested in one or more types of cash management vehicles, as well as investments in, but not limited to, repurchase agreements, debt securities, and derivatives, including various types of swaps, futures and options. A Fund intends to enter into financial transactions with counterparties that Janus Capital believes to be creditworthy at the time of the transaction. There is always the risk that Janus Capital’s analysis of a counterparty’s creditworthiness is incorrect or may change due to market conditions. To the extent that a Fund focuses its transactions with a limited number of counterparties, it will have greater exposure to the risks associated with one or more counterparties.

 

Offsetting Assets and Liabilities

The Funds present gross and net information about transactions that are either offset in the financial statements or subject to an enforceable master netting arrangement or similar agreement with a designated

 

Janus Mathematical Funds | 83 

 

 

Notes to Financial Statements (continued)

 

counterparty, regardless of whether the transactions are actually offset in the Statements of Assets and Liabilities.

 

In order to better define its contractual rights and to secure rights that will help a Fund mitigate its counterparty risk, a Fund may enter into an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar agreement with its derivative contract counterparties. An ISDA Master Agreement is a bilateral agreement between a Fund and a counterparty that governs OTC derivatives and forward foreign currency exchange contracts and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. Under an ISDA Master Agreement, in the event of a default and/or termination event, a Fund may offset with each counterparty certain derivative financial instrument’s payables and/or receivables with collateral held and/or posted and create one single net payment. Note that for financial reporting purposes, a Fund does not offset certain derivative financial instrument’s payables and receivables and related collateral on the Statements of Assets and Liabilities.

 

The following tables present gross amounts of recognized assets and liabilities and the net amounts after deducting collateral that has been pledged by counterparties or has been pledged to counterparties (if applicable).

 

Offsetting of Financial Assets and Derivative Assets

INTECH Global Dividend Fund

 

    Gross Amounts   Gross Amounts in the            
Counterparty   of Recognized Assets   Statement of Assets and Liabilities   Collateral Pledged*   Net Amount    
 
 
Deutsche Bank AG   $355,817     $  –     $(355,817)     $  –      
 
 

 

INTECH International Fund

 

    Gross Amounts   Gross Amounts in the            
Counterparty   of Recognized Assets   Statement of Assets and Liabilities   Collateral Pledged*   Net Amount    
 
 
Deutsche Bank AG   $1,667,561     $       $(1,667,561)     $        
 
 

 

INTECH U.S Core Fund

 

    Gross Amounts   Gross Amounts in the            
Counterparty   of Recognized Assets   Statement of Assets and Liabilities   Collateral Pledged*   Net Amount    
 
 
Deutsche Bank AG   $26,973,277     $       $(26,973,277)     $        
 
 

 

INTECH U.S. Growth Fund

 

    Gross Amounts   Gross Amounts in the            
Counterparty   of Recognized Assets   Statement of Assets and Liabilities   Collateral Pledged*   Net Amount    
 
 
Deutsche Bank AG   $13,109,246     $       $(13,109,246)     $  –      
 
 

 

INTECH U.S. Value Fund

 

    Gross Amounts   Gross Amounts in the            
Counterparty   of Recognized Assets   Statement of Assets and Liabilities   Collateral Pledged*   Net Amount    
 
 
Deutsche Bank AG   $830,491     $       $(830,491)     $        
 
 

 

*   Collateral pledged is limited to the net outstanding amount due to/from an individual counterparty. The actual collateral amounts pledged may exceed these amounts and may fluctuate in value.

 

Deutsche Bank AG acts as securities lending agent and a limited purpose custodian or subcustodian to receive and disburse cash balances and cash collateral, hold short-term investments, hold collateral, and perform other custodian functions. Securities on loan will be continuously secured by collateral which may consist of cash, U.S. Government securities, domestic and foreign short-term debt instruments, letters of credit, time deposits, repurchase agreements, money market mutual funds or other money market accounts, or such other collateral as permitted by the SEC. The value of the collateral must be at least 102% of the market value of the loaned securities that are denominated in U.S. dollars and 105% of the market value of the loaned securities that are not denominated in U.S. dollars. Upon receipt of cash collateral, Janus Capital currently intends to invest the cash collateral in a cash management vehicle for which Janus Capital serves as investment adviser, Janus Cash Collateral Fund LLC. Loaned securities and related collateral are marked-to-market each business day based upon the market value of the loaned securities at the close of business, employing the most recent available pricing information. Collateral levels are then adjusted based on this mark-to-market evaluation.

 

Real Estate Investing

To the extent that real estate-related securities may be included in a Fund’s named benchmark index, INTECH’s

 

84 JUNE 30, 2014 

 

 

mathematical investment process may select equity and debt securities of real estate-related companies. Such companies may include those in the real estate industry or real estate-related industries. These securities may include common stocks, preferred stocks, and other equity securities, including, but not limited to, mortgage-backed securities, real estate-backed securities, securities of REITs and similar REIT-like entities. A REIT is a trust that invests in real estate-related projects, such as properties, mortgage loans, and construction loans. REITs are generally categorized as equity, mortgage, or hybrid REITs. A REIT may be listed on an exchange or traded OTC.

 

Securities Lending

Under procedures adopted by the Trustees, certain Funds may seek to earn additional income by lending securities to qualified parties. Deutsche Bank AG acts as securities lending agent and a limited purpose custodian or subcustodian to receive and disburse cash balances and cash collateral, hold short-term investments, hold collateral, and perform other custodian functions. Each Fund may lend portfolio securities in an amount equal to up to 1/3 of its total assets as determined at the time of the loan origination. There is the risk of delay in recovering a loaned security or the risk of loss in collateral rights if the borrower fails financially. In addition, Janus Capital makes efforts to balance the benefits and risks from granting such loans. All loans will be continuously secured by collateral which may consist of cash, U.S. Government securities, domestic and foreign short-term debt instruments, letters of credit, time deposits, repurchase agreements, money market mutual funds or other money market accounts, or such other collateral as permitted by the SEC. If a Fund is unable to recover a security on loan, the Fund may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Fund.

 

Upon receipt of cash collateral, Janus Capital may invest it in affiliated or non-affiliated cash management vehicles, whether registered or unregistered entities, as permitted by the 1940 Act and rules promulgated thereunder. Janus Capital currently intends to invest the cash collateral in a cash management vehicle for which Janus Capital serves as investment adviser, Janus Cash Collateral Fund LLC. An investment in Janus Cash Collateral Fund LLC is generally subject to the same risks that shareholders experience when investing in similarly structured vehicles, such as the potential for significant fluctuations in assets as a result of the purchase and redemption activity of the securities lending program, a decline in the value of the collateral, and possible liquidity issues. Such risks may delay the return of the cash collateral and cause a Fund to violate its agreement to return the cash collateral to a borrower in a timely manner. As adviser to the Funds and Janus Cash Collateral Fund LLC, Janus Capital has an inherent conflict of interest as a result of its fiduciary duties to both the Funds and Janus Cash Collateral Fund LLC. Additionally, Janus Capital receives an investment advisory fee of 0.05% for managing Janus Cash Collateral Fund LLC, but it may not receive a fee for managing certain other affiliated cash management vehicles in which the Funds may invest, and therefore may have an incentive to allocate preferred investment opportunities to investment vehicles for which it is receiving a fee.

 

The value of the collateral must be at least 102% of the market value of the loaned securities that are denominated in U.S. dollars and 105% of the market value of the loaned securities that are not denominated in U.S. dollars. Loaned securities and related collateral are marked-to-market each business day based upon the market value of the loaned securities at the close of business, employing the most recent available pricing information. Collateral levels are then adjusted based on this mark-to-market evaluation.

 

The cash collateral invested by Janus Capital is disclosed in the Schedule of Investments (if applicable). Income earned from the investment of the cash collateral, net of rebates paid to, or fees paid by, borrowers and less the fees paid to the lending agent are included as “Affiliated securities lending income, net” on the Statements of Operations (if applicable).

 

3.  Investment Advisory Agreements and Other Transactions with Affiliates

 

Each Fund pays Janus Capital an investment advisory fee which is calculated daily and paid monthly. The following table reflects each Fund’s contractual investment advisory fee rate or base fee rate, as applicable (expressed as an annual rate).

 

        Contractual    
        Investment    
        Advisory Fee/    
    Average Daily Net   Base Fee Rate (%)    
Fund   Assets of the Fund   (annual rate)    
 
 
INTECH Global Dividend Fund     All Asset Levels     0.55    
INTECH International Fund     All Asset Levels     0.55    
INTECH U.S. Core Fund     N/A     0.50    
INTECH U.S. Growth Fund     All Asset Levels     0.50    
INTECH U.S. Value Fund     All Asset Levels     0.50    
 
 

 

For INTECH U.S. Core Fund, the investment advisory fee rate is determined by calculating a base fee and applying a performance adjustment. The base fee rate is the same

 

Janus Mathematical Funds 85 

 

 

Notes to Financial Statements (continued)

 

as the contractual investment advisory fee rate shown in the table above. The performance adjustment either increases or decreases the base fee depending on how well the Fund has performed relative to its benchmark index, as shown below:

 

Fund   Benchmark Index    
 
 
INTECH U.S. Core Fund     S&P 500® Index    
 
 

 

The calculation of the performance adjustment applies as follows:

 

Investment Advisory Fee = Base Fee Rate +/- Performance Adjustment

 

The investment advisory fee rate paid to Janus Capital by INTECH U.S. Core Fund consists of two components: (1) a base fee calculated by applying the contractual fixed rate of the advisory fee to the Fund’s average daily net assets during the previous month (“Base Fee Rate”), plus or minus (2) a performance-fee adjustment (“Performance Adjustment”) calculated by applying a variable rate of up to 0.15% (positive or negative) to the Fund’s average daily net assets during the applicable performance measurement period. The Performance Adjustment is based on a rolling 36-month performance measurement period. Any applicable Performance Adjustment began January 2007 for the Fund.

 

No Performance Adjustment is applied unless the difference between the Fund’s investment performance and the cumulative investment record of the Fund’s benchmark index is 0.50% or greater (positive or negative) during the applicable performance measurement period. The Base Fee Rate is subject to an upward or downward Performance Adjustment for every full 0.50% increment by which the Fund outperforms or underperforms its benchmark index. Because the Performance Adjustment is tied to the Fund’s relative performance compared to its benchmark index (and not its absolute performance), the Performance Adjustment could increase Janus Capital’s fee even if the Fund’s Shares lose value during the performance measurement period and could decrease Janus Capital’s fee even if the Fund’s Shares increase in value during the performance measurement period. For purposes of computing the Base Fee Rate and the Performance Adjustment, net assets are averaged over different periods (average daily net assets during the previous month for the Base Fee Rate, versus average daily net assets during the performance measurement period for the Performance Adjustment). Performance of the Fund is calculated net of expenses, whereas the Fund’s benchmark index does not have any fees or expenses. Reinvestment of dividends and distributions is included in calculating both the performance of the Fund and the Fund’s benchmark index. The Base Fee Rate is calculated and accrued daily. The Performance Adjustment is calculated monthly in arrears and is accrued throughout the month. The investment fee is paid monthly in arrears. Under extreme circumstances involving underperformance by a rapidly shrinking Fund, the dollar amount of the Performance Adjustment could be more than the dollar amount of the Base Fee Rate. In such circumstances, Janus Capital would reimburse the Fund.

 

The application of an expense limit, if any, will have a positive effect upon the Fund’s performance and may result in an increase in the Performance Adjustment. It is possible that the cumulative dollar amount of additional compensation ultimately payable to Janus Capital may, under some circumstances, exceed the cumulative dollar amount of management fees waived by Janus Capital.

 

The investment performance of the Fund’s Class A Shares (waiving the upfront sales load) for the performance measurement period is used to calculate the Performance Adjustment. After Janus Capital determines whether the Fund’s performance was above or below its benchmark index by comparing the investment performance of the Fund’s load-waived Class A Shares against the cumulative investment record of the Fund’s benchmark index, Janus Capital applies the same Performance Adjustment (positive or negative) across each other class of shares of the Fund, as applicable.

 

It is not possible to predict the effect of the Performance Adjustment on future overall compensation to Janus Capital since it depends on the performance of INTECH U.S. Core Fund relative to the record of the Fund’s benchmark index and future changes to the size of INTECH U.S. Core Fund.

 

INTECH U.S. Core Fund’s prospectuses and statement of additional information contain additional information about performance-based fees. The amount shown as advisory fees on the Statements of Operations reflects the Base Fee Rate plus/minus any Performance Adjustment, if applicable.

 

During the year ended June 30, 2014, INTECH U.S. Core Fund recorded a Performance Adjustment as indicated in the table below:

 

    Performance    
Fund   Adjustment    
 
 
INTECH U.S. Core Fund     $420,770    
 
 

 

INTECH Investment Management LLC (“INTECH”) serves as subadviser to each Fund. Janus Capital owns approximately 97% of INTECH.

 

Janus Capital pays INTECH a subadvisory fee rate equal to 50% of the investment advisory fee paid by the Funds to Janus Capital (calculated after any applicable

 

86 | JUNE 30, 2014 

 

 

performance fee adjustment for INTECH U.S. Core Fund, and after any fee waivers and expense reimbursements for INTECH Global Dividend Fund, INTECH International Fund and INTECH U.S. Value Fund). The subadvisory fee paid by Janus Capital to INTECH on behalf of INTECH U.S. Core Fund adjusts up or down based on the Fund’s performance relative to its benchmark index over the performance measurement period.

 

Janus Services LLC (“Janus Services”), a wholly-owned subsidiary of Janus Capital, is the Funds’ transfer agent. In addition, Janus Services provides or arranges for the provision of certain other administrative services including, but not limited to, recordkeeping, accounting, order processing, and other shareholder services for the Funds.

 

Certain, but not all, intermediaries charge administrative fees to investors in Class A Shares, Class C Shares, and Class I Shares for administrative services provided on behalf of such investors. These administrative fees are paid by the Class A Shares, Class C Shares, and Class I Shares of the Funds to Janus Services, which uses such fees to reimburse intermediaries. Consistent with the Transfer Agency Agreement between Janus Services and the Funds, Janus Services may negotiate the level, structure, and/or terms of the administrative fees with intermediaries requiring such fees on behalf of the Funds. Janus Capital and its affiliates benefit from an increase in assets that may result from such relationships.

 

Class D Shares pay an annual administrative services fee of 0.12% of net assets. These administrative services fees are paid by Class D Shares for shareholder services provided by Janus Services.

 

Janus Services receives an administrative services fee at an annual rate of up to 0.25% of the average daily net assets of Class S Shares and Class T Shares of the Funds for providing or procuring administrative services to investors in Class S Shares and Class T Shares of the Funds. Janus Services expects to use all or a significant portion of this fee to compensate retirement plan service providers, broker-dealers, bank trust departments, financial advisors, and other financial intermediaries for providing these services. Janus Services or its affiliates may also pay fees for services provided by intermediaries to the extent the fees charged by intermediaries exceed the 0.25% of net assets charged to Class S Shares and Class T Shares of each Fund. Janus Services may keep certain amounts retained for reimbursement of out-of-pocket costs incurred for servicing clients of Class S Shares and Class T Shares.

 

Services provided by these financial intermediaries may include, but are not limited to, recordkeeping, subaccounting, order processing, providing order confirmations, periodic statements, forwarding prospectuses, shareholder reports, and other materials to existing customers, answering inquiries regarding accounts, and other administrative services. Order processing includes the submission of transactions through the National Securities Clearing Corporation (“NSCC”) or similar systems, or those processed on a manual basis with Janus Capital.

 

Janus Services is compensated for its services related to Class D Shares, and receives reimbursement for its out-of-pocket costs on all other share classes. Included in out-of-pocket expenses are the expenses Janus Services incurs for serving as transfer agent and providing servicing to shareholders.

 

Under separate distribution and shareholder servicing plans (each, a “Plan”) adopted in accordance with Rule 12b-1 under the 1940 Act, the Funds may pay the Trust’s distributor, Janus Distributors LLC, a wholly-owned subsidiary of Janus Capital, a fee at an annual rate of up to 0.25% of the Class A Shares average daily net assets, of up to 1.00% of the Class C Shares average daily net assets, and of up to 0.25% of the Class S Shares average daily net assets. Under the terms of each Plan, the Trust is authorized to make payments to Janus Distributors for remittance to retirement plan service providers, broker-dealers, bank trust departments, financial advisors, and other financial intermediaries, as compensation for distribution and/or shareholder services performed by such entities for their customers who are investors in the Funds. Payments under each Plan are not tied exclusively to actual distribution and shareholder service expenses, and the payments may exceed distribution and shareholder service expenses actually incurred by the Funds. If any of the Fund’s actual distribution and shareholder service expenses incurred during a calendar year are less than the payments made during a calendar year, the Fund will be refunded the difference. Refunds, if any, are included in “Distribution fees and shareholder servicing fees” in the Statements of Operations.

 

Janus Capital has contractually agreed to waive the advisory fee payable by each Fund listed below or reimburse expenses in an amount equal to the amount, if any, that the Fund’s normal operating expenses in any fiscal year, including the investment advisory fee, but excluding any performance adjustments to management fees, the distribution and shareholder servicing fees (applicable to Class A Shares, Class C Shares, and Class S Shares), administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes, acquired fund fees and expenses, and extraordinary expenses, exceed the annual rate shown below. Janus Capital has agreed to continue each waiver until at least November 1, 2014. If applicable, amounts reimbursed to the Funds by Janus

 

Janus Mathematical Funds 87 

 

 

Notes to Financial Statements (continued)

 

Capital are disclosed as “Excess Expense Reimbursement” on the Statements of Operations.

 

    New Expense        
    Limit (%)   Previous Expense    
    (November 1,   Limit (%) (until    
    2013 to   November 1,    
Fund   present)   2013)    
 
 
INTECH Global Dividend Fund     0.50     0.50    
INTECH International Fund     1.00     1.00    
INTECH U.S. Core Fund     0.75     0.89    
INTECH U.S. Growth Fund     0.76     0.90    
INTECH U.S. Value Fund     0.79     0.75    
 
 

 

For a period of three years subsequent to INTECH Global Dividend Fund’s commencement of operations, Janus Capital may recover from the Fund fees and expenses previously waived or reimbursed, which could then be considered a deferral, if the Fund’s expense ratio, including recovered expenses, falls below the expense limit. For the year ended June 30, 2014, total reimbursement by Janus Capital was $166,166 for the Fund. As of June 30, 2014, the aggregate amount of recoupment that may potentially be made to Janus Capital is $508,998. The recoupment of such reimbursements expires December 15, 2014.

 

The Board of Trustees has adopted a deferred compensation plan (the “Deferred Plan”) for independent Trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from the Funds. All deferred fees are credited to an account established in the name of the Trustees. The amounts credited to the account then increase or decrease, as the case may be, in accordance with the performance of one or more of the Janus funds that are selected by the Trustees. The account balance continues to fluctuate in accordance with the performance of the selected fund or funds until final payment of all amounts are credited to the account. The fluctuation of the account balance is recorded by the Funds as unrealized appreciation/(depreciation) and is shown as of June 30, 2014 on the Statements of Assets and Liabilities as an asset, “Non-interested Trustees’ deferred compensation,” and a liability, “Non-interested Trustees’ deferred compensation fees.” Additionally, the recorded unrealized appreciation/(depreciation) is included in “Unrealized net appreciation/(depreciation) of investments, foreign currency translations and non-interested Trustees’ deferred compensation” on the Statements of Assets and Liabilities. Deferred compensation expenses for the year ended June 30, 2014 are included in “Non-interested Trustees’ fees and expenses” on the Statements of Operations. Trustees are allowed to change their designation of mutual funds from time to time. Amounts will be deferred until distributed in accordance with the Deferred Plan. Deferred fees of $285,500 were paid by the Trust to a Trustee under the Deferred Plan during the year ended June 30, 2014.

 

Certain officers of the Funds may also be officers and/or directors of Janus Capital. Each Fund indirectly pays for the salaries, fees, and expenses of certain Janus Capital employees and Fund officers, with respect to certain specified administration functions they perform on behalf of the Funds. Administration costs are separate and apart from advisory fees and other expenses paid in connection with the investment advisory services Janus Capital (or the subadviser) provides to each Fund. Some expenses related to compensation payable to the Funds’ Chief Compliance Officer and compliance staff are shared with the Funds. Total compensation of $518,025 was paid to the Chief Compliance Officer and certain compliance staff by the Trust during the year ended June 30, 2014. Each Fund’s portion is reported as part of “Other expenses” on the Statements of Operations.

 

Class A Shares include a 5.75% upfront sales charge of the offering price of the Funds. The sales charge is allocated between Janus Distributors and financial intermediaries. During the year ended June 30, 2014, Janus Distributors retained the following upfront sales charges:

 

    Upfront    
Fund (Class A Shares)   Sales Charge    
 
 
INTECH Global Dividend Fund   $6,951    
INTECH International Fund     329    
INTECH U.S. Core Fund     5,482    
INTECH U.S. Growth Fund     1,045    
INTECH U.S. Value Fund     647    
 
 

 

A contingent deferred sales charge (“CDSC”) of 1.00% will be deducted with respect to Class A Shares purchased without a sales load and redeemed within 12 months of purchase, unless waived, as discussed in the Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the Class A Shares redeemed. There were no CDSCs paid by redeeming shareholders of Class A Shares to Janus Distributors during the year ended June 30, 2014.

 

Class C Shares include a 1.00% CDSC paid by redeeming shareholders to Janus Distributors. The CDSC applies to shares redeemed within 12 months of purchase. The redemption price may differ from the NAV per share. During the year ended June 30, 2014, redeeming shareholders of Class C Shares paid the following CDSCs:

 

Fund (Class C Shares)   CDSC    
 
 
INTECH U.S. Core Fund   $910    
INTECH U.S. Growth Fund     79    
INTECH U.S. Value Fund     819    
 
 

 

The Funds’ expenses may be reduced by expense offsets from an unaffiliated custodian and/or transfer agent. Such credits or offsets are included in “Expense and Fee

 

88 JUNE 30, 2014 

 

 

Offset” on the Statements of Operations (if applicable). The Funds could have employed the assets used by the custodian and/or transfer agent to produce income if they had not entered into an expense offset arrangement.

 

Pursuant to the provisions of the 1940 Act and rules promulgated thereunder, the Funds may participate in an affiliated or nonaffiliated cash sweep program. In the cash sweep program, uninvested cash balances of the Funds may be used to purchase shares of affiliated or nonaffiliated money market funds or cash management pooled investment vehicles. The Funds are eligible to participate in the cash sweep program (the “Investing Funds”). Janus Cash Liquidity Fund LLC is an affiliated unregistered cash management pooled investment vehicle that invests primarily in highly-rated short-term fixed-income securities. Janus Cash Liquidity Fund LLC currently maintains a NAV of $1.00 per share and distributes income daily in a manner consistent with a registered 2a-7 product. There are no restrictions on the Funds’ ability to withdraw investments from Janus Cash Liquidity Fund LLC at will, and there are no unfunded capital commitments due from the Funds to Janus Cash Liquidity Fund LLC. As adviser, Janus Capital has an inherent conflict of interest because of its fiduciary duties to the affiliated cash management pooled investment vehicles and the Investing Funds.

 

During the year ended June 30, 2014, any recorded distributions from affiliated investments as affiliated dividend income, and affiliated purchases and sales can be found in the Notes to Schedules of Investments and Other Information.

 

As of June 30, 2014, shares of the Funds were owned by Janus Capital and/or other funds advised by Janus Capital, as indicated in the table below:

 

    % of     % of      
    Class     Fund      
Fund   Owned     Owned      
 
 
INTECH Global Dividend Fund - Class A Shares       %       %    
INTECH Global Dividend Fund - Class C Shares                    
INTECH Global Dividend Fund - Class D Shares                    
INTECH Global Dividend Fund - Class I Shares                    
INTECH Global Dividend Fund - Class S Shares     85         1        
INTECH Global Dividend Fund - Class T Shares                    
INTECH U.S. Value Fund – Class A Shares                    
INTECH U.S. Value Fund – Class C Shares                    
INTECH U.S. Value Fund – Class I Shares                    
INTECH U.S. Value Fund – Class S Shares     100         0        
INTECH U.S. Value Fund – Class T Shares                    
 
 

 

4.  Federal Income Tax

 

The tax components of capital shown in the table below represent: (1) distribution requirements the Funds must satisfy under the income tax regulations; (2) losses or deductions the Funds may be able to offset against income and gains realized in future years; and (3) unrealized appreciation or depreciation of investments for federal income tax purposes.

 

Other book to tax differences primarily consist of deferred compensation, derivatives and foreign currency contract adjustments. The Funds have elected to treat gains and losses on forward foreign currency contracts as capital gains and losses, if applicable. Other foreign currency gains and losses on debt instruments are treated as ordinary income for federal income tax purposes pursuant to Section 988 of the Internal Revenue Code.

 

    Undistributed     Undistributed           Late-Year           Other Book            
    Ordinary     Long-Term     Accumulated     Loss     Post-October     to Tax     Net Tax      
Fund   Income     Gains     Capital Losses     Deferrals     Deferral     Differences     Appreciation      
 
 
INTECH Global Dividend Fund   $   342,394       $     316,385       $       $  –       $  –       $        166       $    1,933,408        
INTECH International Fund     841,366         5,369,056                                 1,815         7,751,918        
INTECH U.S. Core Fund     6,584,012         31,911,305         (6,794,544)                         (11,110)         144,435,230        
INTECH U.S. Growth Fund     909,623                 (133,385,703)                         (5,405)         68,145,083        
INTECH U.S. Value Fund     6,839,067         11,153,482                                 (2,060)         13,766,148        
 
 

 

Accumulated capital losses noted below represent net capital loss carryovers, as of June 30, 2014, that may be available to offset future realized capital gains and thereby reduce future taxable gains distributions. Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Losses incurred during those years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may more likely expire unused. Also, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law. The following table shows these capital loss carryovers.

 

Janus Mathematical Funds 89 

 

 

Notes to Financial Statements (continued)

 

Capital Loss Carryover Expiration Schedule
For the year ended June 30, 2014

 

                No Expiration       Accumulated      
Fund   June 30, 2016     June 30, 2018     Short-Term     Long-Term       Capital Losses      
 
 
INTECH U.S. Core Fund(1)   $(6,794,544)       $                    –       $  –       $  –         $    (6,794,544)        
INTECH U.S. Growth Fund             (133,385,703)                           (133,385,703)        
 
 

 

(1)   Capital loss carryover subject to annual limitations, $(3,397,272) should be available in the next fiscal year.

 

During the year ended June 30, 2014, the following capital loss carryovers were utilized by the Funds as indicated in the table:

 

      Capital Loss    
      Carryover    
Fund     Utilized    
 
 
INTECH International Fund   $  2,554,112    
INTECH U.S. Core Fund     5,397,451    
INTECH U.S. Growth Fund     54,793,078    
 
 

 

The aggregate cost of investments and the composition of unrealized appreciation and depreciation of investment securities for federal income tax purposes as of June 30, 2014 are noted below.

 

Unrealized appreciation and unrealized depreciation in the table below exclude appreciation/depreciation on foreign currency translations. The primary differences between book and tax appreciation or depreciation of investments are wash sale loss deferrals, investments in partnerships and investments in passive foreign investment companies.

 

    Federal Tax   Unrealized   Unrealized    
Fund   Cost   Appreciation   (Depreciation)    
 
 
INTECH Global Dividend Fund   $  18,847,705   $    2,247,027   $   (313,619)    
INTECH International Fund     71,662,646     8,615,662     (863,744)    
INTECH U.S. Core Fund     557,645,212     145,659,496     (1,224,266)    
INTECH U.S. Growth Fund     273,281,348     69,629,110     (1,484,027)    
INTECH U.S. Value Fund     112,078,859     14,086,126     (319,978)    
 
 

 

Income and capital gains distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences are due to differing treatments for items such as net short-term gains, deferral of wash sale losses, foreign currency transactions, passive foreign investment companies, net investment losses and capital loss carryovers. Certain permanent differences such as tax returns of capital and net investment losses noted below have been reclassified to capital.

 

For the year ended June 30, 2014

 

    Distributions              
    From Ordinary   From Long-Term   Tax Return of     Net Investment        
Fund   Income   Capital Gains   Capital     Loss        
 
 
INTECH Global Dividend Fund   $    739,187   $      522,918   $  –     $  –          
INTECH International Fund     1,855,071                        
INTECH U.S. Core Fund     6,180,895     19,699,436                    
INTECH U.S. Growth Fund     2,048,454                        
INTECH U.S. Value Fund     4,754,595     11,890,778                    
 
 

 

90 JUNE 30, 2014 

 

 

For the year ended June 30, 2013

 

    Distributions              
    From Ordinary   From Long-Term   Tax Return of     Net Investment        
Fund   Income   Capital Gains   Capital     Loss        
 
 
INTECH Global Dividend Fund   $   308,551   $  –   $ –     $  –          
INTECH International Fund     963,306                        
INTECH U.S. Core Fund     4,956,769                        
INTECH U.S. Growth Fund     3,987,618                        
INTECH U.S. Value Fund     2,060,998                        
 
 

 

Permanent book to tax basis differences may result in reclassifications between the components of net assets. These differences have no impact on the results of operations or net assets. The following reclassifications have been made to the Funds:

 

    Increase/(Decrease)   Increase/(Decrease) to Undistributed Net   Increase/(Decrease) to Undistributed Net    
Fund   to Capital   Investment Income/Loss   Realized Gain/Loss    
 
 
INTECH Global Dividend Fund   $  6   $  31,740   $  (31,746)    
INTECH International Fund     (1)     144,807     (144,806)    
INTECH U.S. Core Fund     1     573     (574)    
INTECH U.S. Growth Fund     2     751     (753)    
INTECH U.S. Value Fund     2     45     (47)    
 
 

 

Janus Mathematical Funds 91 

 

 

Notes to Financial Statements (continued)

 

5.  Capital Share Transactions

 

    INTECH   INTECH   INTECH    
    Global Dividend   International   U.S. Core    
    Fund   Fund   Fund    
For each year ended June 30   2014   2013(1)   2014   2013(1)   2014   2013(1)    
Transactions in Fund Shares – Class A Shares:                                                    
Shares sold     408,638       115,675       546,197       42,496       422,423       388,195      
Reinvested dividends and distributions     35,321       3,164       4,445       766       40,935       9,547      
Shares repurchased     (97,519)       (68,283)       (56,480)       (50,171)       (322,668)       (394,179)      
Net Increase/(Decrease) in Fund Shares     346,440       50,556       494,162       (6,909)       140,689       3,563      
Shares Outstanding, Beginning of Period     140,052       89,496       58,650       65,559       919,560       915,997      
Shares Outstanding, End of Period     486,492       140,052       552,812       58,650       1,060,249       919,560      
Transactions in Fund Shares – Class C Shares:                                                    
Shares sold     55,803       14,036       61,670             215,544       154,002      
Reinvested dividends and distributions     3,417       1,969       218       778       11,294       1,135      
Shares repurchased     (24,112)       (64,344)       (20,838)       (50,727)       (84,210)       (74,116)      
Net Increase/(Decrease) in Fund Shares     35,108       (48,339)       41,050       (49,949)       142,628       81,021      
Shares Outstanding, Beginning of Period     42,353       90,692       13,860       63,809       520,244       439,223      
Shares Outstanding, End of Period     77,461       42,353       54,910       13,860       662,872       520,244      
Transactions in Fund Shares – Class D Shares:                                                    
Shares sold     420,677       393,004       N/A       N/A       2,109,015       2,156,224      
Reinvested dividends and distributions     44,434       9,779       N/A       N/A       574,195       166,912      
Shares repurchased     (199,182)       (200,782)       N/A       N/A       (1,730,977)       (1,704,370)      
Net Increase/(Decrease) in Fund Shares     265,929       202,001       N/A       N/A       952,233       618,766      
Shares Outstanding, Beginning of Period     406,502       204,501       N/A       N/A       12,479,683       11,860,917      
Shares Outstanding, End of Period     672,431       406,502       N/A       N/A       13,431,916       12,479,683      
Transactions in Fund Shares – Class I Shares:                                                    
Shares sold     49,276       49,065       558,826       3,168,501       5,509,570       1,802,217      
Reinvested dividends and distributions     13,770       6,231       201,942       125,119       330,910       36,128      
Shares repurchased     (44,476)       (102,195)       (1,056,819)       (1,080,485)       (1,693,959)       (1,191,919)      
Net Increase/(Decrease) in Fund Shares     18,570       (46,899)       (296,051)       2,213,135       4,146,521       646,425      
Shares Outstanding, Beginning of Period     135,227       182,126       7,470,710       5,257,575       4,048,775       3,402,350      
Shares Outstanding, End of Period     153,797       135,227       7,174,659       7,470,710       8,195,296       4,048,775      
Transactions in Fund Shares – Class S Shares:                                                    
Shares sold     1,956                         1,425,569       150,573      
Reinvested dividends and distributions     1,152       2,160       141       684       56,144       2,875      
Shares repurchased     (14,389)       (62,155)       (7,782)       (48,174)       (383,161)       (129,378)      
Net Increase/(Decrease) in Fund Shares     (11,281)       (59,995)       (7,641)       (47,490)       1,098,552       24,070      
Shares Outstanding, Beginning of Period     24,701       84,696       14,518       62,007       339,467       315,397      
Shares Outstanding, End of Period     13,420       24,701       6,877       14,518       1,438,019       339,467      
Transactions in Fund Shares – Class T Shares:                                                    
Shares sold     144,796       52,149       277,905       22,287       2,040,524       1,735,840      
Reinvested dividends and distributions     4,960       3,892       407       220       286,407       77,811      
Shares repurchased     (32,790)       (121,595)       (42,667)       (6,052)       (1,599,484)       (1,294,787)      
Net Increase/(Decrease) in Fund Shares     116,966       (65,554)       235,645       16,455       727,447       518,864      
Shares Outstanding, Beginning of Period     53,022       118,576       25,196       8,741       6,192,164       5,673,300      
Shares Outstanding, End of Period     169,988       53,022       260,841       25,196       6,919,611       6,192,164      

 

(1)   Amounts reflect current year presentation. Prior year amounts were disclosed in thousands.

 

92 | JUNE 30, 2014 

 

 

    INTECH   INTECH    
    U.S. Growth   U.S. Value    
    Fund   Fund    
For each year ended June 30   2014   2013(1)   2014   2013(1)    
 
Transactions in Fund Shares – Class A Shares:                                    
Shares sold     121,163       91,919       157,909       121,508      
Reinvested dividends and distributions     1,207       3,452       114,887       9,890      
Shares repurchased     (77,486)       (278,865)       (755,014)       (82,298)      
Net Increase/(Decrease) in Fund Shares     44,884       (183,494)       (482,218)       49,100      
Shares Outstanding, Beginning of Period     324,201       507,695       590,408       541,308      
Shares Outstanding, End of Period     369,085       324,201       108,190       590,408      
Transactions in Fund Shares – Class C Shares:                                    
Shares sold     16,119       32,280       49,224       16,437      
Reinvested dividends and distributions           427       5,721       87      
Shares repurchased     (31,086)       (29,932)       (19,749)       (454)      
Net Increase/(Decrease) in Fund Shares     (14,967)       2,775       35,196       16,070      
Shares Outstanding, Beginning of Period     199,727       196,952       30,582       14,512      
Shares Outstanding, End of Period     184,760       199,727       65,778       30,582      
Transactions in Fund Shares – Class I Shares:                                    
Shares sold     1,235,736       1,102,608       1,050,321       492,901      
Reinvested dividends and distributions     74,279       209,721       1,114,934       174,744      
Shares repurchased     (2,799,162)       (6,608,808)       (520,136)       (3,665,280)      
Net Increase/(Decrease) in Fund Shares     (1,489,147)       (5,296,479)       1,645,119       (2,997,635)      
Shares Outstanding, Beginning of Period     13,128,597       18,425,076       6,204,083       9,201,718      
Shares Outstanding, End of Period     11,639,450       13,128,597       7,849,202       6,204,083      
Transactions in Fund Shares – Class S Shares:                                    
Shares sold     148,218       184,438                  
Reinvested dividends and distributions     3,326       10,375       741       168      
Shares repurchased     (700,012)       (267,031)       (956)       (16,897)      
Net Increase/(Decrease) in Fund Shares     (548,468)       (72,218)       (215)       (16,729)      
Shares Outstanding, Beginning of Period     1,127,767       1,199,985       5,068       21,797      
Shares Outstanding, End of Period     579,299       1,127,767       4,853       5,068      
Transactions in Fund Shares – Class T Shares:                                    
Shares sold     2,511,404       988,403       1,466,675       36,398      
Reinvested dividends and distributions     10,552       2,528       121,771       130      
Shares repurchased     (617,747)       (55,942)       (212,007)       (3,924)      
Net Increase/(Decrease) in Fund Shares     1,904,209       934,989       1,376,439       32,604      
Shares Outstanding, Beginning of Period     940,908       5,919       38,351       5,747      
Shares Outstanding, End of Period     2,845,117       940,908       1,414,790       38,351      

 

(1)   Amounts reflect current year presentation. Prior year amounts were disclosed in thousands.

 

Janus Mathematical Funds 93 

 

 

Notes to Financial Statements (continued)

 

6.  Purchases and Sales of Investment Securities

 

For the year ended June 30, 2014, the aggregate cost of purchases and proceeds from sales of investment securities (excluding any short-term securities, short-term options contracts, and in-kind transactions) was as follows:

 

            Purchases of Long-   Proceeds from Sales    
    Purchases of   Proceeds from Sales   Term U.S. Government   of Long-Term U.S.    
Fund   Securities   of Securities   Obligations   Government Obligations    
INTECH Global Dividend Fund   $  16,215,640   $    7,429,542   $  –   $  –    
INTECH International Fund     115,387,916     111,654,461            
INTECH U.S. Core Fund     462,933,059     345,332,574            
INTECH U.S. Growth Fund     325,220,724     326,204,294            
INTECH U.S. Value Fund     174,861,886     158,287,229            
 
 

 

7.  New Accounting Pronouncements

 

In June 2013, FASB issued Accounting Standards Update No. 2013-08, Financial Services – Investment Companies (Topic 946): Amendments to the Scope, Measurement and Disclosure Requirements (“ASU 2013-08”). This update sets forth a new approach for determining whether a public or private company is an investment company and sets certain measurement and disclosure requirements for an investment company. FASB has determined that a fund registered under the 1940 Act automatically meets ASU 2013-08’s criteria for an investment company. ASU 2013-08 is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2013. Management does not expect this guidance to have an impact on the Funds’ financial statements.

 

8.  Subsequent Event

 

Management has evaluated whether any other events or transactions occurred subsequent to June 30, 2014 and through the date of issuance of the Funds’ financial statements and determined that there were no material events or transactions that would require recognition or disclosure in the Funds’ financial statements.

 

94 | JUNE 30, 2014 

 

 

Report of Independent Registered Public Accounting Firm

 

To the Trustees and Shareholders
of Janus Investment Fund:

 

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of INTECH Global Dividend Fund, INTECH International Fund, INTECH U.S. Core Fund, INTECH U.S. Growth Fund, and INTECH U.S. Value Fund (five of the funds constituting Janus Investment Fund, hereafter referred to as the “Funds”) at June 30, 2014 and the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements 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 are free of material misstatement. An audit 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, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at June 30, 2014 by correspondence with the custodian, transfer agent and brokers, provide a reasonable basis for our opinion.

 

 

Denver, Colorado

August 14, 2014

 

Janus Mathematical Funds 95 

 

 

Additional Information (unaudited)

 

Proxy Voting Policies and Voting Record

 

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to their portfolio securities is available without charge: (i) upon request, by calling 1-800-525-0020 (toll free); (ii) on the Funds’ website at janus.com/proxyvoting; and (iii) on the SEC’s website at http://www.sec.gov. Additionally, information regarding each Fund’s proxy voting record for the most recent twelve-month period ended June 30 is also available, free of charge, through janus.com/proxyvoting and from the SEC’s website at http://www.sec.gov.

 

Quarterly Portfolio Holdings

 

The Funds file their complete portfolio holdings (schedule of investments) with the SEC for the first and third quarters of each fiscal year on Form N-Q within 60 days of the end of such fiscal quarter. The Funds’ Form N-Q: (i) is available on the SEC’s website at http://www.sec.gov; (ii) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (information on the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iii) is available without charge, upon request, by calling Janus at 1-800-525-0020 (toll free).

 

APPROVAL OF ADVISORY AGREEMENTS DURING THE PERIOD

 

The Trustees of Janus Investment Fund and Janus Aspen Series, each of whom serves as an “independent” Trustee (the “Trustees”), oversee the management of each Fund of Janus Investment Fund and each Portfolio of Janus Aspen Series (each, a “Fund” and collectively, the “Funds”), and as required by law, determine annually whether to continue the investment advisory agreement for each Fund and the subadvisory agreements for the 16 Funds that utilize subadvisers.

 

In connection with their most recent consideration of those agreements for each Fund, the Trustees received and reviewed information provided by Janus Capital and the respective subadvisers in response to requests of the Trustees and their independent legal counsel. They also received and reviewed information and analysis provided by, and in response to requests of, their independent fee consultant. Throughout their consideration of the agreements, the Trustees were advised by their independent legal counsel. The Trustees met with management to consider the agreements, and also met separately in executive session with their independent legal counsel and their independent fee consultant.

 

At a meeting held on December 17, 2013, based on the Trustees’ evaluation of the information provided by Janus Capital, the subadvisers, and the independent fee consultant, as well as other information, the Trustees determined that the overall arrangements between each Fund and Janus Capital and each subadviser, as applicable, were fair and reasonable in light of the nature, extent and quality of the services provided by Janus Capital, its affiliates and the subadvisers, the fees charged for those services, and other matters that the Trustees considered relevant in the exercise of their business judgment. At that meeting, the Trustees unanimously approved the continuation of the investment advisory agreement for each Fund, and the subadvisory agreement for each subadvised Fund, for the period from either January 1 or February 1, 2014 through January 1 or February 1, 2015, respectively, subject to earlier termination as provided for in each agreement.

 

In considering the continuation of those agreements, the Trustees reviewed and analyzed various factors that they determined were relevant, including the factors described below, none of which by itself was considered dispositive. However, the material factors and conclusions that formed the basis for the Trustees’ determination to approve the continuation of the agreements are discussed separately below. Also included is a summary of the independent fee consultant’s conclusions and opinions that arose during, and were included as part of, the Trustees’ consideration of the agreements. “Management fees,” as used herein, reflect actual annual advisory fees and any administration fees, net of any waivers.

 

Nature, Extent and Quality of Services

 

The Trustees reviewed the nature, extent and quality of the services provided by Janus Capital and the subadvisers to the Funds, taking into account the investment objective, strategies and policies of each Fund, and the knowledge the Trustees gained from their regular meetings with management on at least a quarterly basis and their ongoing review of information related to the Funds. In addition, the Trustees reviewed the resources and key personnel of Janus Capital and each subadviser, particularly noting those employees who provide investment and risk management services to the Funds. The Trustees also considered other services provided to the Funds by Janus Capital or the subadvisers, such as managing the execution of portfolio transactions and the selection of broker-dealers for those transactions. The Trustees considered Janus Capital’s role as administrator to the Funds, noting that Janus Capital does not receive a fee for its services but is reimbursed for its out-of-pocket costs. The Trustees considered the role of Janus Capital in monitoring adherence to the Funds’ investment restrictions, providing support services for the Trustees and Trustee committees, communicating with shareholders and overseeing the activities of other service providers,

 

96 JUNE 30, 2014 

 

 

including monitoring compliance with various policies and procedures of the Funds and with applicable securities laws and regulations.

 

In this regard, the independent fee consultant noted that Janus Capital provides a number of different services for the Funds and Fund shareholders, ranging from investment management services to various other servicing functions, and that, in its opinion, Janus Capital is a capable provider of those services. The independent fee consultant also provided its belief that Janus Capital has developed institutional competitive advantages that should be able to provide superior investment management returns over the long term.

 

The Trustees concluded that the nature, extent and quality of the services provided by Janus Capital or the subadviser to each Fund were appropriate and consistent with the terms of the respective advisory and subadvisory agreements, and that, taking into account steps taken to address those Funds whose performance lagged that of their peers for certain periods, the Funds were likely to benefit from the continued provision of those services. They also concluded that Janus Capital and each subadviser had sufficient personnel, with the appropriate education and experience, to serve the Funds effectively and had demonstrated its ability to attract well-qualified personnel.

 

Performance of the Funds

 

The Trustees considered the performance results of each Fund over various time periods. They noted that they considered Fund performance data throughout the year, including periodic meetings with each Fund’s portfolio manager(s), and also reviewed information comparing each Fund’s performance with the performance of comparable funds and peer groups identified by independent data providers, and with the Fund’s benchmark index. In this regard, the independent fee consultant found that the overall Funds’ performance has improved modestly: for the 36 months ended September 30, 2013, approximately 51% of the Funds were in the top two Lipper quartiles of performance, and for the 12 months ended September 30, 2013, approximately 52% of the Funds were in the top two Lipper quartiles of performance.

 

The Trustees considered the performance of each Fund, noting that performance may vary by share class, and noted the following:

 

Fixed-Income Funds and Money Market Funds

 

•  For Janus Flexible Bond Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Global Bond Fund, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, and its limited performance history.
   
•  For Janus High-Yield Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Real Return Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Short-Term Bond Fund, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance and the steps Janus Capital had taken or was taking to improve performance.
   
•  For Janus Government Money Market Fund, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 36 months ended May 31, 2013 and the first Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance and that the performance trend was improving.
   
•  For Janus Money Market Fund, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance.

 

Asset Allocation Funds

 

•  For Janus Global Allocation Fund – Conservative, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013.
   
•  For Janus Global Allocation Fund – Growth, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.

 

Janus Mathematical Funds 97 

 

 

Additional Information (unaudited) (continued)

 

•  For Janus Global Allocation Fund – Moderate, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.

 

Alternative Funds

 

•  For Janus Diversified Alternatives Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, and its limited performance history.
   
•  For Janus Global Real Estate Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.

 

Value Funds

 

   
•  For Perkins Global Value Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Perkins Large Cap Value Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, and the steps Janus Capital and Perkins had taken or was taking to improve performance.
   
•  For Perkins Mid Cap Value Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, and the steps Janus Capital and Perkins had taken or was taking to improve performance.
   
•  For Perkins Select Value Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, and its limited performance history.
   
•  For Perkins Small Cap Value Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, and the steps Janus Capital and Perkins had taken or was taking to improve performance.
   
•  For Perkins Value Plus Income Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 12 months ended May 31, 2013.

 

Mathematical Funds

 

•  For INTECH Global Dividend Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 12 months ended May 31, 2013.
   
•  For INTECH International Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the first Lipper quartile for the 12 months ended May 31, 2013.
   
•  For INTECH U.S. Core Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013.
   
•  For INTECH U.S. Growth Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013.
   
•  For INTECH U.S. Value Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013.

 

Growth and Core Funds

 

•  For Janus Balanced Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013.

 

98 | JUNE 30, 2014 

 

 

•  For Janus Contrarian Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the first Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.
   
•  For Janus Enterprise Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Forty Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.
   
•  For Janus Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.
   
•  For Janus Growth and Income Fund, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 36 months ended May 31, 2013 and in the second Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.
   
•  For Janus Research Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013.
   
•  For Janus Triton Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Twenty Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.
   
•  For Janus Venture Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013.

 

Global and International Funds

 

•  For Janus Asia Equity Fund, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, and its limited performance history.
   
•  For Janus Emerging Markets Fund, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, and its limited performance history.
   
•  For Janus Global Life Sciences Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013.
   
•  For Janus Global Research Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Global Select Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.

 

Janus Mathematical Funds 99 

 

 

Additional Information (unaudited) (continued)

 

•  For Janus Global Technology Fund, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013.
   
•  For Janus International Equity Fund, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the first Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Overseas Fund, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, and the steps Janus Capital had taken or was taking to improve performance.

 

Preservation Series

 

•  For Janus Preservation Series – Global, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, and its limited performance history.
   
•  For Janus Preservation Series – Growth, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, and its limited performance history.

 

Janus Aspen Series

 

•  For Janus Aspen Balanced Portfolio, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013.
   
•  For Janus Aspen Enterprise Portfolio, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Aspen Flexible Bond Portfolio, the Trustees noted that the Fund’s performance was in the first Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Aspen Forty Portfolio, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.
   
•  For Janus Aspen Global Allocation Portfolio – Moderate, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Aspen Global Research Portfolio, the Trustees noted that the Fund’s performance was in the third Lipper quartile for the 36 months ended May 31, 2013 and the first Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, and that the performance trend was improving.
   
•  For Janus Aspen Global Technology Portfolio, the Trustees noted that the Fund’s performance was in the second Lipper quartile for the 36 months ended May 31, 2013 and the first Lipper quartile for the 12 months ended May 31, 2013.
   
•  For Janus Aspen INTECH U.S. Low Volatility Portfolio, the Trustees noted that this was a new Fund and did not yet have extensive performance to evaluate.
   
•  For Janus Aspen Janus Portfolio, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the second Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, the steps Janus Capital had taken or was taking to improve performance, and that the performance trend was improving.
   
•  For Janus Aspen Overseas Portfolio, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, and the steps Janus Capital had taken or was taking to improve performance.

 

100 JUNE 30, 2014 

 

 

•  For Janus Aspen Perkins Mid Cap Value Portfolio, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 36 months ended May 31, 2013 and the third Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, noting that the Fund has a performance fee structure that results in lower management fees during periods of underperformance, the steps Janus Capital and Perkins had taken or was taking to improve performance, and that the performance trend was improving.
   
•  For Janus Aspen Preservation Series – Growth, the Trustees noted that the Fund’s performance was in the bottom Lipper quartile for the 12 months ended May 31, 2013. The Trustees noted the reasons for the Fund’s underperformance, and its limited performance history.

 

In consideration of each Fund’s performance, the Trustees concluded that, taking into account the factors relevant to performance, as well as other considerations, the Fund’s performance warranted continuation of the Fund’s investment advisory agreement(s).

 

Costs of Services Provided

 

The Trustees examined information regarding the fees and expenses of each Fund in comparison to similar information for other comparable funds as provided by independent data providers. They also reviewed an analysis of that information provided by their independent fee consultant and noted that the rate of management (investment advisory and any administration) fees for many of the Funds, after applicable contractual expense limitations, was below the mean management fee rate of the respective peer group of funds selected by independent data providers. The Trustees also examined information regarding the subadvisory fees charged for subadvisory services, as applicable, noting that all such fees were paid by Janus Capital out of its management fees collected from such Fund.

 

In this regard, the independent fee consultant provided its belief that the management fees charged by Janus Capital to each of the Funds under the current investment advisory and administration agreements are reasonable in relation to the services provided by Janus Capital. The independent fee consultant found: (1) the total expenses and management fees of the Funds to be reasonable relative to other mutual funds; (2) total expenses, on average, were 17% below the mean total expenses of their respective Lipper Expense Group peers and 29% below the mean total expenses for their Lipper Expense Universes; (3) management fees for the Funds, on average, were 14% below the mean management fees for their Expense Groups and 16% below the mean for their Expense Universes; and (4) Janus fund expenses at the functional level for each asset and share class category were reasonable. The Trustees also considered how the total expenses for each share class of each Fund compared to the mean total expenses for its Lipper Expense Group peers and to mean total expenses for its Lipper Expense Universe.

 

The independent fee consultant concluded that, based on its strategic review of expenses at the complex, category and individual fund level, Fund expenses were found to be reasonable relative to both Expense Group and Expense Universe benchmarks. Further, for certain Funds, the independent fee consultant also performed a systematic “focus list” analysis of expenses in the context of the performance or service delivered to each set of investors in each share class in each selected Fund. Based on this analysis, the independent fee consultant found that the combination of service quality/performance and expenses on these individual Funds and share classes were reasonable in light of performance trends, performance histories, and existence of performance fees on such Funds.

 

The Trustees considered the methodology used by Janus Capital and each subadviser in determining compensation payable to portfolio managers, the competitive environment for investment management talent, and the competitive market for mutual funds in different distribution channels.

 

The Trustees also reviewed management fees charged by Janus Capital and each subadviser to comparable separate account clients and to comparable non-affiliated funds subadvised by Janus Capital or by a subadviser (for which Janus Capital or the subadviser provides only portfolio management services). Although in most instances subadvisory and separate account fee rates for various investment strategies were lower than management fee rates for Funds having a similar strategy, the Trustees noted that, under the terms of the management agreements with the Funds, Janus Capital performs significant additional services for the Funds that it does not provide to those other clients, including administration services, oversight of the Funds’ other service providers, trustee support, regulatory compliance and numerous other services, and that, in serving the Funds, Janus Capital assumes many legal risks that it does not assume in servicing its other clients. Moreover, they noted that the independent fee consultant found that: (1) the management fees Janus Capital charges to the Funds are reasonable in relation to the management fees Janus Capital charges to its institutional and subadvised accounts; (2) these institutional and subadvised accounts have different service and infrastructure needs; and (3) the average spread between management fees

 

Janus Mathematical Funds 101 

 

 

Additional Information (unaudited) (continued)

 

charged to the Funds and those charged to Janus Capital’s institutional and subadvised accounts is reasonable relative to the average spreads seen in the industry.

 

The Trustees considered the fees for each Fund for its fiscal year ended in 2012, and noted the following with regard to each Fund’s total expenses, net of applicable fee waivers:

 

Fixed-Income Funds and Money Market Funds

 

•  For Janus Flexible Bond Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Global Bond Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For Janus High-Yield Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Real Return Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For Janus Short-Term Bond Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For Janus Government Money Market Fund, the Trustees noted that the Fund’s total expenses exceeded the peer group mean for both share classes. The Trustees considered that management fees for this Fund are higher than the peer group mean due to the Fund’s management fee including other costs, such as custody and transfer agent services, while many funds in the peer group pay these expenses separately from their management fee. In addition, the Trustees considered that Janus Capital voluntarily waives one-half of its advisory fee.
   
•  For Janus Money Market Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes. In addition, the Trustees considered that Janus Capital voluntarily waives one-half of its advisory fee.

 

Asset Allocation Funds

 

•  For Janus Global Allocation Fund – Conservative, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For Janus Global Allocation Fund – Growth, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Global Allocation Fund – Moderate, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.

 

Alternative Funds

 

•  For Janus Diversified Alternatives Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For Janus Global Real Estate Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.

 

Value Funds

 

•  For Perkins Global Value Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For Perkins Large Cap Value Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed

 

102 JUNE 30, 2014 

 

 

  to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Perkins Mid Cap Value Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For Perkins Select Value Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For Perkins Small Cap Value Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For Perkins Value Plus Income Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.

 

Mathematical Funds

 

•  For INTECH Global Dividend Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For INTECH International Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For INTECH U.S. Core Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For INTECH U.S. Growth Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For INTECH U.S. Value Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.

 

Growth and Core Funds

 

•  For Janus Balanced Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Contrarian Fund, the Trustees noted that the Fund’s total expenses were below or the same as the peer group mean for all share classes.
   
•  For Janus Enterprise Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Forty Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Growth and Income Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.

 

Janus Mathematical Funds 103 

 

 

Additional Information (unaudited) (continued)

 

•  For Janus Research Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable.
   
•  For Janus Triton Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for certain share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Twenty Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For Janus Venture Fund, the Trustees noted that the Fund’s total expenses were below or the same as the peer group mean for all share classes.

 

Global and International Funds

 

•  For Janus Asia Equity Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For Janus Emerging Markets Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For Janus Global Life Sciences Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For Janus Global Research Fund (formerly named Janus Worldwide Fund), the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For Janus Global Select Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Global Technology Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable.
   
•  For Janus International Equity Fund, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses, although this limit did not apply because the Fund’s total expenses were already below the applicable fee limit.
   
•  For Janus Overseas Fund, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.

 

Preservation Series

 

•  For Janus Preservation Series – Global, the Trustees noted that the Fund’s total expenses were below the peer group mean for all share classes.
   
•  For Janus Preservation Series – Growth, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for one share class, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.

 

Janus Aspen Series

 

•  For Janus Aspen Balanced Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen Enterprise Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen Flexible Bond Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen Forty Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen Global Allocation Portfolio-Moderate, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for both share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.
   
•  For Janus Aspen Global Research Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen Global Technology Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen INTECH U.S. Low Volatility Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for its sole share class.

 

104 JUNE 30, 2014 

 

 

•  For Janus Aspen Janus Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen Overseas Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen Perkins Mid Cap Value Portfolio, the Trustees noted that the Fund’s total expenses were below the peer group mean for both share classes.
   
•  For Janus Aspen Preservation Series – Growth, the Trustees noted that, although the Fund’s total expenses exceeded the peer group mean for both share classes, overall the Fund’s total expenses were reasonable. The Trustees also noted that Janus Capital has contractually agreed to limit the Fund’s expenses.

 

The Trustees reviewed information on the profitability to Janus Capital and its affiliates of their relationships with each Fund, as well as an explanation of the methodology utilized in allocating various expenses of Janus Capital and its affiliates among the Funds and other clients. The Trustees also reviewed the financial statements and corporate structure of Janus Capital’s parent company. In their review, the Trustees considered whether Janus Capital and each subadviser receive adequate incentives to manage the Funds effectively. The Trustees recognized that profitability comparisons among fund managers are difficult because very little comparative information is publicly available, and the profitability of any fund manager is affected by numerous factors, including the organizational structure of the particular fund manager, the types of funds and other accounts it manages, possible other lines of business, the methodology for allocating expenses, and the fund manager’s capital structure and cost of capital. However, taking into account those factors and the analysis provided by the Trustees’ independent fee consultant, and based on the information available, the Trustees concluded that Janus Capital’s profitability with respect to each Fund in relation to the services rendered was not unreasonable.

 

In this regard, the independent fee consultant found that, while assessing the reasonableness of expenses in light of Janus Capital’s profits is dependent on comparisons with other publicly-traded mutual fund advisers, and that these comparisons are limited in accuracy by differences in complex size, business mix, institutional account orientation, and other factors, after accepting these limitations, the level of profit earned by Janus Capital from managing the Funds is reasonable.

 

The Trustees concluded that the management fees and other compensation payable by each Fund to Janus Capital and its affiliates, as well as the fees paid by Janus Capital to the subadvisers of subadvised Funds, were reasonable in relation to the nature, extent, and quality of the services provided, taking into account the fees charged by other advisers for managing comparable mutual funds with similar strategies, the fees Janus Capital and the subadvisers charge to other clients, and, as applicable, the impact of fund performance on management fees payable by the Funds. The Trustees also concluded that the overall expense ratio of each Fund was reasonable, taking into account the size of the Fund, the quality of services provided by Janus Capital and any subadviser, the investment performance of the Fund, and any expense limitations agreed to or provided by Janus Capital.

 

Economies of Scale

 

The Trustees considered information about the potential for Janus Capital to realize economies of scale as the assets of the Funds increase. They noted that, although many Funds pay advisory fees at a base fixed rate as a percentage of net assets, without any breakpoints, the base management fee rate paid by most of the Funds, before any adjustment for performance and after any contractual expense limitations, was below the mean management fee rate of the Fund’s peer group identified by independent data providers; and, for those Funds whose expenses are being reduced by the contractual expense limitations of Janus Capital, Janus Capital is subsidizing the Funds because they have not reached adequate scale. Moreover, as the assets of many of the Funds have declined in the past few years, certain Funds have benefited from having advisory fee rates that have remained constant rather than increasing as assets declined. In addition, performance fee structures have been implemented for various Funds that have caused the effective rate of advisory fees payable by such a Fund to vary depending on the investment performance of the Fund relative to its benchmark index over the measurement period; and a few Funds have fee schedules with breakpoints and reduced fee rates above certain asset levels. The Trustees also noted that the Funds share directly in economies of scale through the lower charges of third-party service providers that are based in part on the combined scale of all of the Funds. Based on all of the information they reviewed, including research and analysis conducted by the Trustees’ independent fee consultant, the Trustees concluded that the current fee structure of each Fund was reasonable and that the current rates of fees do reflect a sharing between Janus Capital and the Fund of any economies of scale that may be present at the current asset level of the Fund.

 

In this regard, the independent fee consultant concluded that, based on analysis it completed, and given the limitations in these analytical approaches and their

 

Janus Mathematical Funds 105 

 

 

Additional Information (unaudited) (continued)

 

conflicting results, it could not confirm or deny the existence of economies of scale in the Janus complex. Further, the independent fee consultant provided its belief that Fund investors are well-served by the fee levels and performance fee structures in place on the Funds in light of any economies of scale that may be present at Janus Capital.

 

Other Benefits to Janus Capital

 

The Trustees also considered benefits that accrue to Janus Capital and its affiliates from their relationships with the Funds. They recognized that two affiliates of Janus Capital separately serve the Funds as transfer agent and distributor, respectively, and the transfer agent receives compensation directly from the non-money market funds for services provided. The Trustees also considered Janus Capital’s past and proposed use of commissions paid by the Funds on their portfolio brokerage transactions to obtain proprietary and third-party research products and services benefiting the Fund and/or other clients of Janus Capital. The Trustees concluded that Janus Capital’s use of these types of client commission arrangements to obtain proprietary and third-party research products and services was consistent with regulatory requirements and guidelines and was likely to benefit each Fund. The Trustees also concluded that, other than the services provided by Janus Capital and its affiliates pursuant to the agreements and the fees to be paid by each Fund therefor, the Funds and Janus Capital may potentially benefit from their relationship with each other in other ways. They concluded that Janus Capital benefits from the receipt of research products and services acquired through commissions paid on portfolio transactions of the Funds and that the Funds benefit from Janus Capital’s receipt of those products and services as well as research products and services acquired through commissions paid by other clients of Janus Capital. They further concluded that the success of any Fund could attract other business to Janus Capital or other Janus funds, and that the success of Janus Capital could enhance Janus Capital’s ability to serve the Funds.

 

106 JUNE 30, 2014 

 

 

Useful Information About Your Fund Report (unaudited)

 

1.  Management Commentary

 

The Management Commentary in this report includes valuable insight from each of the Fund’s investment personnel as well as statistical information to help you understand how your Fund’s performance and characteristics stack up against those of comparable indices.

 

If the Fund invests in foreign securities, this report may include information about country exposure. Country exposure is based primarily on the country of risk. The Fund’s investment personnel may allocate a company to a country based on other factors such as location of the company’s principal office, the location of the principal trading market for the company’s securities, or the country where a majority of the company’s revenues are derived.

 

Please keep in mind that the opinions expressed in the Management Commentary are just that: opinions. They are a reflection based on best judgment at the time this report was compiled, which was June 30, 2014. As the investing environment changes, so could opinions. These views are unique and aren’t necessarily shared by fellow employees or by Janus in general.

 

2.  Performance Overviews

 

Performance overview graphs compare the performance of a hypothetical $10,000 investment in the Fund with one or more widely used market indices.

 

When comparing the performance of the Fund with an index, keep in mind that market indices do not include brokerage commissions that would be incurred if you purchased the individual securities in the index. They also do not include taxes payable on dividends and interest or operating expenses incurred if you maintained the Fund invested in the index.

 

Average annual total returns are quoted for a Fund with more than one year of performance history. Average annual total return is calculated by taking the growth or decline in value of an investment over a period of time, including reinvestment of dividends and distributions, then calculating the annual compounded percentage rate that would have produced the same result had the rate of growth been constant throughout the period. Average annual total return does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemptions of Fund shares.

 

Cumulative total returns are quoted for a Fund with less than one year of performance history. Cumulative total return is the growth or decline in value of an investment over time, independent of the period of time involved. Cumulative total return does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemptions of Fund shares.

 

Pursuant to federal securities rules, expense ratios shown in the performance chart reflect subsidized (if applicable) and unsubsidized ratios. The total annual fund operating expenses ratio is gross of any fee waivers, reflecting the Fund’s unsubsidized expense ratio. The net annual fund operating expenses ratio (if applicable) includes contractual waivers of Janus Capital and reflects the Fund’s subsidized expense ratio. Ratios may be higher or lower than those shown in the “Financial Highlights” in this report.

 

3.  Schedule of Investments

 

Following the performance overview section is the Fund’s Schedule of Investments. This schedule reports the types of securities held in the Fund on the last day of the reporting period. Securities are usually listed by type (common stock, corporate bonds, U.S. Government obligations, etc.) and by industry classification (banking, communications, insurance, etc.). Holdings are subject to change without notice.

 

The value of each security is quoted as of the last day of the reporting period. The value of securities denominated in foreign currencies is converted into U.S. dollars.

 

If the Fund invests in foreign securities, it will also provide a summary of investments by country. This summary reports the Fund’s exposure to different countries by providing the percentage of securities invested in each country. The country of each security represents the country of risk. The Fund’s Schedule of Investments relies upon the industry group and country classifications published by Barclays and/or MSCI Inc.

 

Tables listing details of individual forward currency contracts, futures, written options and swaps follow the Fund’s Schedule of Investments (if applicable).

 

4.  Statement of Assets and Liabilities

 

This statement is often referred to as the “balance sheet.” It lists the assets and liabilities of the Fund on the last day of the reporting period.

 

The Fund’s assets are calculated by adding the value of the securities owned, the receivable for securities sold but not yet settled, the receivable for dividends declared but not yet received on securities owned and the receivable for Fund shares sold to investors but not yet settled. The Fund’s liabilities include payables for securities purchased but not yet settled, Fund shares redeemed but not yet paid and expenses owed but not yet paid. Additionally, there may be other assets and liabilities such as unrealized gain or loss on forward currency contracts.

 

Janus Mathematical Funds 107 

 

 

Useful Information About Your Fund Report (unaudited) (continued)

 

The section entitled “Net Assets Consist of” breaks down the components of the Fund’s net assets. Because the Fund must distribute substantially all earnings, you will notice that a significant portion of net assets is shareholder capital.

 

The last section of this statement reports the net asset value (“NAV”) per share on the last day of the reporting period. The NAV is calculated by dividing the Fund’s net assets for each share class (assets minus liabilities) by the number of shares outstanding.

 

5.  Statement of Operations

 

This statement details the Fund’s income, expenses, realized gains and losses on securities and currency transactions, and changes in unrealized appreciation or depreciation of Fund holdings.

 

The first section in this statement, entitled “Investment Income,” reports the dividends earned from securities and interest earned from interest-bearing securities in the Fund.

 

The next section reports the expenses incurred by the Fund, including the advisory fee paid to the investment adviser, transfer agent fees and expenses, and printing and postage for mailing statements, financial reports and prospectuses. Expense offsets and expense reimbursements, if any, are also shown.

 

The last section lists the amounts of realized gains or losses from investment and foreign currency transactions, and changes in unrealized appreciation or depreciation of investments and foreign currency-denominated assets and liabilities. The Fund will realize a gain (or loss) when it sells its position in a particular security. A change in unrealized gain (or loss) refers to the change in net appreciation or depreciation of the Fund during the reporting period. “Net Realized and Unrealized Gain/(Loss) on Investments” is affected both by changes in the market value of Fund holdings and by gains (or losses) realized during the reporting period.

 

6.  Statements of Changes in Net Assets

 

These statements report the increase or decrease in the Fund’s net assets during the reporting period. Changes in the Fund’s net assets are attributable to investment operations, dividends and distributions to investors and capital share transactions. This is important to investors because it shows exactly what caused the Fund’s net asset size to change during the period.

 

The first section summarizes the information from the Statement of Operations regarding changes in net assets due to the Fund’s investment operations. The Fund’s net assets may also change as a result of dividend and capital gains distributions to investors. If investors receive their dividends and/or distributions in cash, money is taken out of the Fund to pay the dividend and/or distribution. If investors reinvest their dividends and/or distributions, the Fund’s net assets will not be affected. If you compare the Fund’s “Net Decrease from Dividends and Distributions” to “Reinvested Dividends and Distributions,” you will notice that dividends and distributions have little effect on the Fund’s net assets. This is because the majority of the Fund’s investors reinvest their dividends and/or distributions.

 

The reinvestment of dividends and distributions is included under “Capital Share Transactions.” “Capital Shares” refers to the money investors contribute to the Fund through purchases or withdrawals via redemptions. The Fund’s net assets will increase and decrease in value as investors purchase and redeem shares from the Fund.

 

7.  Financial Highlights

 

This schedule provides a per-share breakdown of the components that affect the Fund’s NAV for current and past reporting periods as well as total return, asset size, ratios and portfolio turnover rate.

 

The first line in the table reflects the NAV per share at the beginning of the reporting period. The next line reports the net investment income/(loss) per share. Following is the per share total of net gains/(losses), realized and unrealized. Per share dividends and distributions to investors are then subtracted to arrive at the NAV per share at the end of the period. The next line reflects the total return for the period. The total return may include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes. As a result, the total return may differ from the total return reflected for individual shareholder transactions. Also included are ratios of expenses and net investment income to average net assets.

 

The Fund’s expenses may be reduced through expense offsets and expense reimbursements. The ratios shown reflect expenses before and after any such offsets and reimbursements.

 

The ratio of net investment income/(loss) summarizes the income earned less expenses, divided by the average net assets of the Fund during the reporting period. Don’t confuse this ratio with the Fund’s yield. The net investment income ratio is not a true measure of the Fund’s yield because it doesn’t take into account the dividends distributed to the Fund’s investors.

 

The next figure is the portfolio turnover rate, which measures the buying and selling activity in the Fund.

 

108 JUNE 30, 2014 

 

 

Portfolio turnover is affected by market conditions, changes in the asset size of the Fund, fluctuating volume of shareholder purchase and redemption orders, the nature of the Fund’s investments, and the investment style and/or outlook of the investment personnel. A 100% rate implies that an amount equal to the value of the entire portfolio was replaced once during the fiscal year; a 50% rate means that an amount equal to the value of half the portfolio is traded in a year; and a 200% rate means that an amount equal to the value of the entire portfolio is traded every six months.

 

Janus Mathematical Funds 109 

 

 

Designation Requirements (unaudited)

 

For federal income tax purposes, the Funds designated the following for the year ended June 30, 2014:

 

Foreign Taxes Paid and Foreign Source Income

 

Fund   Foreign Taxes Paid   Foreign Source Income    
 
 
INTECH Global Dividend Fund   $  46,121     $   655,536                 
INTECH International Fund     174,425       2,361,515      
 
 

 

Capital Gain Distributions

 

Fund            
 
 
INTECH Global Dividend Fund           $     522,918      
INTECH U.S. Core Fund           $19,699,436                
INTECH U.S. Value Fund           $11,890,778      
 
 

 

Dividends Received Deduction Percentage

 

Fund            
 
 
INTECH Global Dividend Fund             27%      
INTECH U.S. Core Fund             100%                
INTECH U.S. Growth Fund             100%      
INTECH U.S. Value Fund             28%      
 
 

 

Qualified Dividend Income Percentage

 

Fund            
 
 
INTECH Global Dividend Fund             100%      
INTECH International Fund             100%      
INTECH U.S. Core Fund             100%                
INTECH U.S. Growth Fund             100%      
INTECH U.S. Value Fund             27%      
 
 

 

Janus Mathematical Funds 110 

 

 

Trustees and Officers (unaudited)

 

The Funds’ Statement of Additional Information includes additional information about the Trustees and officers and is available, without charge, by calling 1-877-335-2687.

 

The following are the Trustees and officers of the Trust, together with a brief description of their principal occupations during the last five years (principal occupations for certain Trustees may include periods over five years).

 

Each Trustee has served in that capacity since he or she was originally elected or appointed. The Trustees do not serve a specified term of office. Each Trustee will hold office until the termination of the Trust or his or her earlier death, resignation, retirement, incapacity, or removal. Pursuant to the Funds’ Governance Procedures and Guidelines, Trustees are required to retire no later than the end of the calendar year in which the Trustee turns 72. The Trustees review the Funds’ Governance Procedures and Guidelines from time to time and may make changes they deem appropriate. The Trust’s Nominating and Governance Committee will consider nominees for the position of Trustee recommended by shareholders. Shareholders may submit the name of a candidate for consideration by the Committee by submitting their recommendations to the Trust’s Secretary. Each Trustee is currently a Trustee of one other registered investment company advised by Janus Capital: Janus Aspen Series. Collectively, these two registered investment companies consist of 58 series or funds.

 

The Trust’s officers are elected annually by the Trustees for a one-year term. Certain officers also serve as officers of Janus Aspen Series. Certain officers of the Funds may also be officers and/or directors of Janus Capital. Fund officers receive no compensation from the Funds, except for the Funds’ Chief Compliance Officer, as authorized by the Trustees.

 

TRUSTEES

 

                Number of Portfolios/Funds   Other Directorships
    Positions Held   Length of   Principal Occupations   in Fund Complex   Held by Trustee
Name, Address, and Age   with the Trust   Time Served   During the Past Five Years   Overseen by Trustee   During the Past Five Years
                     
Independent Trustees                    
                     
William F. McCalpin
151 Detroit Street
Denver, CO 80206
DOB: 1957
  Chairman

Trustee
  1/08-Present

6/02-Present
  Chief Executive Officer, Imprint Capital (impact investment firm) (since 2013), and Managing Director, Holos Consulting LLC (provides consulting services to foundations and other nonprofit organizations). Formerly, Executive Vice President and Chief Operating Officer of The Rockefeller Brothers Fund (a private family foundation) (1998-2006).   58   Chairman of the Board and Director of The Investment Fund for Foundations Investment Program (TIP) (consisting of 2 funds), and Director of the F.B. Heron Foundation (a private grantmaking foundation).

 

Janus Mathematical Funds 111 

 

 

Trustees and Officers (unaudited) (continued)

 

TRUSTEES (continued)

 

                Number of Portfolios/Funds   Other Directorships
    Positions Held   Length of   Principal Occupations   in Fund Complex   Held by Trustee
Name, Address, and Age   with the Trust   Time Served   During the Past Five Years   Overseen by Trustee   During the Past Five Years
                     
Alan A. Brown
151 Detroit Street
Denver, CO 80206
DOB: 1962
  Trustee   1/13-Present   Managing Director, Institutional Markets, of Dividend Capital Group (private equity real estate investment management firm) (since 2012). Formerly, Executive Vice President and Co-Head, Global Private Client Group (2007-2010), Executive Vice President, Mutual Funds (2005-2007), and Chief Marketing Officer (2001-2005) of Nuveen Investments, Inc. (asset management).   58   Director of MotiveQuest LLC (strategic social market research company) (since 2003), and Director of WTTW (PBS affiliate) (since 2003). Formerly, Director of Nuveen Global Investors LLC (2007-2011); Director of Communities in Schools (2004-2010); and Director of Mutual Fund Education Alliance (until 2010).
                     
William D. Cvengros
151 Detroit Street
Denver, CO 80206
DOB: 1948
  Trustee   1/11-Present   Managing Member and Chief Executive Officer of SJC Capital, LLC (a personal investment company and consulting firm) (since 2002). Formerly, Venture Partner for The Edgewater Funds (a middle market private equity firm) (2002-2004); Chief Executive Officer and President of PIMCO Advisors Holdings L.P. (a publicly traded investment management firm) (1994-2000); and Chief Investment Officer of Pacific Life Insurance Company (a mutual life insurance and annuity company) (1987-1994).   58   Managing Trustee of National
Retirement Partners Liquidating Trust (since 2013). Formerly, Chairman, National Retirement Partners, Inc. (formerly a network of advisors to 401(k) plans) (2005-2013); Director of Prospect Acquisition Corp. (a special purpose acquisition corporation) (2007-2009); Director of RemedyTemp, Inc. (temporary help services company) (1996-2006); and Trustee of PIMCO Funds Multi-Manager Series (1990-2000) and Pacific Life Variable Life & Annuity Trusts (1987-1994).

 

112 JUNE 30, 2014 

 

 

TRUSTEES (continued)

 

                Number of Portfolios/Funds   Other Directorships
    Positions Held   Length of   Principal Occupations   in Fund Complex   Held by Trustee
Name, Address, and Age   with the Trust   Time Served   During the Past Five Years   Overseen by Trustee   During the Past Five Years
                     
James T. Rothe
151 Detroit Street
Denver, CO 80206
DOB: 1943
  Trustee   1/97-Present   Co-founder and Managing Director of Roaring Fork Capital SBIC, L.P. (SBA SBIC fund focusing on private investment in public equity firms), and Professor Emeritus of Business of the University of Colorado, Colorado Springs, CO (since 2004). Formerly, Professor of Business of the University of Colorado (2002-2004), and Distinguished Visiting Professor of Business (2001-2002) of Thunderbird (American Graduate School of International Management), Glendale, AZ.   58   Formerly, Director of Red Robin Gourmet Burgers, Inc. (RRGB) (2004-2014).
                     
William D. Stewart
151 Detroit Street
Denver, CO 80206
DOB: 1944
  Trustee   6/84-Present   Retired. Formerly, Corporate Vice President and General Manager of MKS Instruments - HPS Products, Boulder, CO (a manufacturer of vacuum fittings and valves) and PMFC Division, Andover, MA (manufacturing pressure measurement and flow products) (1976-2012).   58   None
                     
Linda S. Wolf
151 Detroit Street
Denver, CO 80206
DOB: 1947
  Trustee   11/05-Present   Retired. Formerly, Chairman and Chief Executive Officer of Leo Burnett (Worldwide) (advertising agency) (2001-2005).   58   Director of Chicago Community Trust (Regional Community Foundation), Chicago Council on Global Affairs, The Field Museum of Natural History (Chicago, IL), InnerWorkings (U.S. provider of print procurement solutions to corporate clients), Lurie Children’s Hospital (Chicago, IL), Rehabilitation Institute of Chicago, Walmart, and Wrapports, LLC (digital communications company). Formerly, Director of Chicago Convention & Tourism Bureau (until 2014).

 

Janus Mathematical Funds 113 

 

 

Trustees and Officers (unaudited) (continued)

 

TRUSTEES (continued)

 

                Number of Portfolios/Funds   Other Directorships
    Positions Held   Length of   Principal Occupations   in Fund Complex   Held by Trustee
Name, Address, and Age   with the Trust   Time Served   During the Past Five Years   Overseen by Trustee   During the Past Five Years
                     
Trustee Consultant                    
                     
Raudline Etienne
151 Detroit Street
Denver, CO 80206
DOB: 1965
  Consultant   6/14-Present   Senior Vice President, Albright Stonebridge Group LLC (global strategy firm) (since 2011). Formerly, Deputy Comptroller and Chief Investment Officer, New York State Common Retirement Fund (public pension fund) (2008-2011).   N/A   None

 

114 JUNE 30, 2014 

 

 

OFFICERS

 

    Positions Held   Term of Office* and   Principal Occupations
Name, Address, and Age   with the Trust   Length of Time Served   During the Past Five Years
             
Robin C. Beery†
151 Detroit Street
Denver, CO 80206
DOB: 1967
  President and Chief Executive Officer   4/08-7/14   Interim Head of Strategic Marketing and Communications (since 2014); Executive Vice President Janus Distributors LLC and Janus Services LLC (since 2006); Executive Vice President of Janus Capital Group Inc. and Janus Capital (since 2005); Director of Perkins Investment Management LLC; and Working Director of INTECH Investment Management LLC. Formerly, Head of U.S. Distribution of Janus Capital Group Inc., Janus Capital, Janus Distributors LLC, and Janus Services LLC (2010-2014); Head of Intermediary Distribution, Global Marketing and Product of Janus Capital Group Inc., Janus Capital, Janus Distributors LLC, and Janus Services LLC (2009-2010); Chief Marketing Officer of Janus Capital Group Inc. and Janus Capital (2002-2009); and Director of The Janus Foundation (2011-2012).
             
Stephanie Grauerholz
151 Detroit Street
Denver, CO 80206
DOB: 1970
  Chief Legal Counsel and Secretary

Vice President
  1/06-Present

3/06-Present
  Vice President and Assistant General Counsel of Janus Capital. Formerly, Vice President and Assistant Secretary of Janus Distributors LLC (2007-2013).
             
Bruce L. Koepfgen
151 Detroit Street
Denver, CO 80206
DOB: 1952
  President and Chief Executive Officer   7/14-Present   President of Janus Capital Group Inc. and Janus Capital Management LLC (since August 2013); Executive Vice President and Director of Janus International Holding LLC (since August 2011); Executive Vice President of Janus Distributors LLC and Janus Services LLC (since July 2011); Executive Vice President and Working Director of INTECH Investment Management LLC (since July 2011); Executive Vice President and Director of Perkins Investment Management LLC (since July 2011); and Executive Vice President and Director of Janus Management Holdings Corporation (since May 2011). Formerly, Executive Vice President of Janus Capital Group Inc. and Janus Capital Management LLC (May 2011-July 2013); Chief Financial Officer of Janus Capital Group Inc., Janus Capital Management LLC, and Janus Services LLC (July 2011-July 2013); and Co-Chief Executive Officer of Allianz Global Investors Management Partners and Chief Executive Officer of Oppenheimer Capital (2003-2009).
             
David R. Kowalski
151 Detroit Street
Denver, CO 80206
DOB: 1957
  Vice President, Chief Compliance Officer, and Anti-Money Laundering Officer   6/02-Present   Senior Vice President and Chief Compliance Officer of Janus Capital, Janus Distributors LLC, and Janus Services LLC; Vice President of INTECH Investment Management LLC and Perkins Investment Management LLC; and Director of The Janus Foundation.

 

* Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

† Ms. Beery has announced her intention to retire in third quarter 2014.

 

Janus Mathematical Funds 115 

 

 

Trustees and Officers (unaudited) (continued)

 

OFFICERS (continued)

 

    Positions Held   Term of Office* and   Principal Occupations
Name, Address, and Age   with the Trust   Length of Time Served   During the Past Five Years
             
Jesper Nergaard
151 Detroit Street
Denver, CO 80206
DOB: 1962
  Chief Financial Officer

Vice President, Treasurer, and Principal Accounting Officer
  3/05-Present

2/05-Present
  Vice President of Janus Capital and Janus Services LLC.

 

* Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

 

116 | JUNE 30, 2014 

 
 

 

Notes

 

Janus Mathematical Funds 117 

 
 

 

Janus provides access to a wide range of investment disciplines.

 

Alternative

Janus alternative funds seek to deliver strong risk-adjusted returns over a full market cycle with lower correlation to equity markets than traditional investments.

 

Asset Allocation

Janus’ asset allocation funds utilize our fundamental, bottom-up research to balance risk over the long term. From fund options that meet investors’ risk tolerance and objectives to a method that incorporates non-traditional investment choices to seek non-correlated sources of risk and return, Janus’ asset allocation funds aim to allocate risk more effectively.

 

Fixed Income

Janus fixed income funds attempt to provide less risk relative to equities while seeking to deliver a competitive total return through high current income and appreciation. Janus money market funds seek capital preservation and liquidity with current income as a secondary objective.

 

Global & International

Janus global and international funds seek to leverage Janus’ research capabilities by taking advantage of inefficiencies in foreign markets, where accurate information and analytical insight are often at a premium.

 

Growth & Core

Janus growth funds focus on companies believed to be the leaders in their respective industries, with solid management teams, expanding market share, margins and efficiencies. Janus core funds seek investments in more stable and predictable companies. Our core funds look for a strategic combination of steady growth and, for certain funds, some degree of income.

 

Mathematical

Our mathematical funds seek to outperform their respective indices while maintaining a risk profile equal to or lower than the index itself. Managed by INTECH (a Janus subsidiary), these funds use a mathematical process in an attempt to build a more “efficient” portfolio than the index.

 

Value

Our value funds, managed by Perkins (a Janus subsidiary), seek to identify companies with favorable reward to risk characteristics by conducting rigorous downside analysis before determining upside potential.

 

For more information about our funds, contact your investment professional or go to janus.com/advisor/mutual-funds (or janus.com/allfunds if you hold Shares directly with Janus).

 

 

 

Please consider the charges, risks, expenses and investment objectives carefully before investing. For a prospectus or, if available, a summary prospectus containing this and other information, please call Janus at 877.33JANUS (52687) (or 800.525.3713 if you hold Shares directly with Janus); or download the file from janus.com/info (or janus.com/reports if you hold Shares directly with Janus). Read it carefully before you invest or send money.

 

Funds distributed by Janus Distributors LLC

 

Investment products offered are:     NOT FDIC-INSURED     MAY LOSE VALUE     NO BANK GUARANTEE

 

C-0814-70871 125-02-93006 08-14

 

 
 

 

JANUS INVESTMENT FUND

 

PART C - OTHER INFORMATION

 

ITEM 15.Indemnification

 

Article VI of Janus Investment Fund’s (the “Trust”) Amended and Restated Agreement and Declaration of Trust provides for indemnification of certain persons acting on behalf of the Funds. In general, Trustees, officers and Advisory Board members will be indemnified against liability and against all expenses of litigation incurred by them in connection with any action, suit or proceeding (or settlement of the same) in which they become involved by virtue of their connection with the Funds, unless their conduct is determined to constitute willful misfeasance, bad faith, gross negligence or reckless disregard of their duties. A determination that a person covered by the indemnification provisions is entitled to indemnification may be made by the court or other body before which the proceeding is brought, or by either a vote of a majority of a quorum of Trustees who are neither “interested persons” (as defined under the Investment Company Act of 1940, as amended, i.e., “Non-interested Trustees”) of the Trust nor parties to the proceeding or by an independent legal counsel in a written opinion. The Funds also may advance money for these expenses, provided that the Trustee or officer undertakes to repay the Funds if his or her conduct is later determined to preclude indemnification, and that either he or she provide security for the undertaking, the Trust be insured against losses resulting from lawful advances or a majority of a quorum of Non-interested Trustees, or independent legal counsel in a written opinion, determines that he or she ultimately will be found to be entitled to indemnification. The Trust also maintains a liability insurance policy covering its Trustees, officers and any Advisory Board members.

 

Additionally, each Non-interested Trustee has entered into an Indemnification Agreement with the Trust, which agreement provides that the Trust shall indemnify the Non-interested Trustee against certain liabilities which such Trustee may incur while acting in the capacity as a trustee, officer, employee or authorized agent of the Trust to the fullest extent permitted by law, now or in the future, and requires indemnification and advancement of expenses unless prohibited by law. The Indemnification Agreement cannot be altered without the consent of the Non-interested Trustee and the Trust. In addition, the Indemnification Agreement adopts certain presumptions and procedures which may make the process of indemnification and advancement of expenses more timely, efficient, and certain. In accordance with Section 17(h) of the 1940 Act, the Indemnification Agreement does not protect a Non-interested Trustee against any liability to the Trust or its shareholders to which such Trustee would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.

 

C-1
 

  

ITEM 16.Exhibits

 

Exhibit 1
  (a)

Amended and Restated Agreement and Declaration of Trust, dated March 18, 2003, is incorporated herein by reference to Exhibit 1(ii) to Post-Effective Amendment No. 109, filed on April 17, 2003 (File No. 2-34393).

 

  (b)

Certificate of Amendment of the Amended and Restated Agreement and Declaration of Trust is incorporated herein by reference to Exhibit 1(b) to N-14/A Pre-Effective Amendment No. 1, filed on August 8, 2006 (File No. 2-34393).

 

  (c)

Certificate of Amendment of the Amended and Restated Agreement and Declaration of Trust is incorporated herein by reference to Exhibit 1(ss) to Post-Effective Amendment No. 119, filed on December 19, 2006 (File No. 2-34393).

 

  (d)

Form of Certificate of Establishment and Designation of Series and Share Classes is incorporated herein by reference to Exhibit (a)(20) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (e)

Form of Certificate of Establishment, Designation and Redesignation of Share Classes is incorporated herein by reference to Exhibit (a)(22) to Post-Effective Amendment No. 130, filed on February 16, 2010 (File No. 2-34393).

 

  (f)

Certificate Redesignating INTECH Risk-Managed Core Fund, INTECH Risk-Managed Growth Fund, INTECH Risk-Managed Value Fund, and INTECH Risk-Managed International Fund, dated December 2, 2011, is incorporated herein by reference to Exhibit (a)(36) to Post-Effective Amendment No. 166, filed on December 15, 2011 (File No. 2-34393).

 

  (g)

Form of Certificate of Establishment and Designation of Share Class (INTECH Funds – Class N Shares) is incorporated herein by reference to Exhibit (a)(52) to Post-Effective Amendment No. 208, filed on October 28, 2014 (File No. 2-34393).

 

Exhibit 2
  (a)

Amended and Restated Bylaws are incorporated herein by reference to Exhibit 2(e) to Post-Effective Amendment No. 112, filed on December 10, 2004 (File No. 2-34393).

 

  (b)

First Amendment to the Amended and Restated Bylaws is incorporated herein by reference to Exhibit 2(f) to Post-Effective Amendment No. 114, filed on October 14, 2005 (File No. 2-34393).

 

 

C-2
 

  

  (c)

Second Amendment to the Amended and Restated Bylaws is incorporated herein by reference to Exhibit 2(g) to Post-Effective Amendment No. 114, filed on October 14, 2005 (File No. 2-34393).

 

Exhibit 3 (Not Applicable)
Exhibit 4
  (a)

Form of Agreement and Plan of Reorganization by Janus Investment Fund, on behalf of INTECH U.S. Managed Volatility Fund II and INTECH U.S. Managed Volatility Fund, is incorporated herein by reference to Exhibit 4(a) to Form N-14, filed on December 5, 2014 (File No. 333-200782).

 

Exhibit 5 (Not Applicable)
Exhibit 6
  (a)

Form of Investment Advisory Agreement for INTECH Risk-Managed Value Fund is incorporated herein by reference to Exhibit (d)(145) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (b)

Form of Sub-Advisory Agreement for INTECH Risk-Managed Value Fund is incorporated herein by reference to Exhibit (d)(155) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (c)

Amendment to Investment Advisory Agreement for INTECH Risk-Managed Value Fund, dated December 7, 2011, is incorporated herein by reference to Exhibit (d)(207) to Post-Effective Amendment No. 166, filed on December 15, 2011 (File No. 2-34393).

 

  (d)

Form of Amendment to Sub-Advisory Agreement for INTECH Risk-Managed Value Fund is incorporated herein by reference to Exhibit (d)(208) to Post-Effective Amendment No. 166, filed on December 15, 2011 (File No. 2-34393).

 

Exhibit 7
  (a)

Distribution Agreement between Janus Investment Fund and Janus Distributors, Inc., dated July 1, 1997, is incorporated herein by reference to Exhibit 6 to Post-Effective Amendment No. 83, filed on December 15, 1997 (File No. 2-34393).

 

  (b)

Distribution Agreement between Janus Investment Fund and Janus Distributors LLC, dated June 18, 2002, is incorporated herein by reference to Exhibit 5(b) to Post-Effective Amendment No. 105, filed on December 13, 2002 (File No. 2-34393).

 

 

C-3
 

  

  (c)

Amendment to Amended and Restated Distribution Agreement between Janus Investment Fund and Janus Distributors LLC, dated June 14, 2006, is incorporated herein by reference to Exhibit 5(c) to Post-Effective Amendment No. 119, filed on December 19, 2006 (File No. 2-34393).

 

  (d)

Amendment to Amended and Restated Distribution Agreement between Janus Investment Fund and Janus Distributors LLC, dated January 1, 2008, is incorporated herein by reference to Exhibit 5(d) to Post-Effective Amendment No. 122, filed on February 28, 2008 (File No. 2-34393).

 

  (e)

Form of Amended and Restated Distribution Agreement between Janus Investment Fund and Janus Distributors LLC is incorporated herein by reference to Exhibit (e)(5) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (f)

Form of Intermediary Services Agreement is incorporated herein by reference to Exhibit (e)(6) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (g)

Form of Amended and Restated Distribution Agreement between Janus Investment Fund and Janus Distributors LLC is incorporated herein by reference to Exhibit (e)(7) to Post-Effective Amendment No. 130, filed on February 16, 2010 (File No. 2-34393).

 

  (h)

Amended and Restated Distribution Agreement between Janus Investment Fund and Janus Distributors LLC, dated May 31, 2012, is incorporated herein by reference to Exhibit (e)(8) to Post-Effective Amendment No. 175, filed on May 31, 2012 (File No. 2-34393).

 

Exhibit 8 (Not Applicable)
Exhibit 9
  (a)

Foreign Custody Amendment to State Street Bank and Trust Company Custodian Contract dated December 5, 2000 is incorporated herein by reference to Exhibit 7(u) to Post-Effective Amendment No. 96, filed on December 18, 2000 (File No. 2-34393).

 

  (b)

Foreign Custody Manager Addendum to Global Custodial Services Agreement dated December 5, 2000 is incorporated herein by reference to Exhibit 7(v) to Post-Effective Amendment No. 96, filed on December 18, 2000 (File No. 2-34393).

 

  (c)

Form of Amendment to State Street Bank and Trust Company Custodian Contract dated December 5, 2000 is incorporated herein by reference to Exhibit 7(w) to Post-Effective Amendment No. 96, filed on December 18, 2000 (File No. 2-34393).

 

 

C-4
 

  

  (d)

Form of Amendment to State Street Bank and Trust Company Custodian Contract dated December 5, 2000 is incorporated herein by reference to Exhibit 7(x) to Post-Effective Amendment No. 96, filed on December 18, 2000 (File No. 2-34393).

 

  (e)

Amendment to Custodian Contract dated January 21, 2005, between Janus Investment Fund, on behalf of its Portfolios, and State Street Bank and Trust Company is incorporated herein by reference to Exhibit 7(ii) to Post-Effective Amendment No. 113, filed on February 24, 2005 (File No. 2-34393).

 

  (f)

Amended and Restated Custodian Contract dated August 1, 2005, between Janus Investment Fund and State Street Bank and Trust Company is incorporated herein by reference to Exhibit 7(mm) to Post-Effective Amendment No. 114, filed on October 14, 2005 (File No. 2-34393).

 

  (g)

Form of Letter Agreement with regard to INTECH Risk-Managed Growth Fund, INTECH Risk-Managed International Fund, INTECH Risk-Managed Value Fund, Janus Forty Fund, Janus Global Real Estate Fund, Janus International Equity Fund, Janus International Forty Fund, Janus Long/Short Fund, Janus Modular Portfolio Construction Fund, and Perkins Large Cap Value Fund with State Street Bank and Trust Company is incorporated herein by reference to Exhibit (g)(14) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (h)

Letter Agreement with regard to INTECH Risk-Managed Core Fund, INTECH Risk-Managed Growth Fund, INTECH Risk-Managed International Fund, and INTECH Risk-Managed Value Fund with State Street Bank and Trust Company is incorporated herein by reference to Exhibit (g)(27) to Post-Effective Amendment No. 166, filed on December 15, 2011 (File No. 2-34393).

 

Exhibit 10
  (a)

Form of Distribution and Shareholder Servicing Plan for Class A Shares is incorporated herein by reference to Exhibit (m)(1) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (b)

Form of Distribution and Shareholder Servicing Plan for Class C Shares is incorporated herein by reference to Exhibit (m)(2) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (c)

Form of Distribution and Shareholder Servicing Plan for Class S Shares is incorporated herein by reference to Exhibit (m)(4) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

 

C-5
 

  

  (d)

Form of Amended Rule 18f-3 Plan is incorporated herein by reference to Exhibit (n)(6) to Post-Effective Amendment No. 126, filed on July 2, 2009 (File No. 2-34393).

 

  (e)

Form of Amended Rule 18f-3 Plan is incorporated herein by reference to Exhibit (n)(7) to Post-Effective Amendment No. 130, filed on February 16, 2010 (File No. 2-34393).

 

  (f)

Amended Rule 18f-3 Plan, dated March 15, 2012, is incorporated herein by reference to Exhibit (n)(9) to Post-Effective Amendment No. 175, filed on May 31, 2012 (File No. 2-34393).

 

Exhibit 11
  (a)

Form of Opinion and Consent of Counsel is filed herein as Exhibit 11(a).

 

Exhibit 12
  (a)

Form of Tax Opinion of Vedder Price P.C., counsel for the Registrant, is filed herein as Exhibit 12(a).

 

Exhibit 13 (Not Applicable)
Exhibit 14
  (a)

Consent of PricewaterhouseCoopers LLP is filed herein as Exhibit 14(a).

 

Exhibit 15 (Not Applicable)
Exhibit 16
  (a)

Powers of Attorney, dated February 6, 2015, are filed herein as Exhibit 16(a).

 

Exhibit 17 (Not Applicable)

 

ITEM 17.Undertakings

 

(1) The undersigned registrant agrees that prior to any public reoffering of the securities registered through the use of a prospectus which is a part of this registration statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act, the reoffering prospectus will contain the information called for by the applicable registration form for the reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form.

 

(2) The undersigned registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as a part of an amendment to the registration statement and will not be used until the amendment is effective, and that, in determining any liability under the 1933 Act, each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them.

 

C-6
 

 

 

SIGNATURES

 

As required by the Securities Act of 1933, as amended, the Registrant has duly caused this Registration Statement on Form N-14 to be signed on its behalf by the undersigned, thereto duly authorized, in the City of Denver, and State of Colorado, on the 6th day of February, 2015.

 

  JANUS INVESTMENT FUND
   
   
  By:  /s/ Bruce L. Koepfgen
     Bruce L. Koepfgen, President and
     Chief Executive Officer

 

As required by the Securities Act of 1933, as amended, this Registration Statement on Form N-14 has been signed below by the following persons in the capacities and on the dates indicated.

 

Signature   Title   Date
         
/s/ Bruce L. Koepfgen   President and Chief Executive Officer   February 6, 2015
Bruce L. Koepfgen   (Principal Executive Officer)    
         
/s/ Jesper Nergaard   Vice President, Chief Financial   February 6, 2015
Jesper Nergaard   Officer, Treasurer and Principal    
    Accounting Officer (Principal    
    Financial Officer and Principal    
    Accounting Officer)    

 

C-7
 

 

 

Signature   Title   Date
         
William F. McCalpin*   Chairman and Trustee   February 6, 2015
William F. McCalpin        
         
Alan A. Brown*   Trustee   February 6, 2015
Alan A. Brown        
         
William D. Cvengros*   Trustee   February 6, 2015
William D. Cvengros        
         
James T. Rothe*   Trustee   February 6, 2015
James T. Rothe        
         
William D. Stewart*   Trustee   February 6, 2015
William D. Stewart        
         
Linda S. Wolf*   Trustee   February 6, 2015
Linda S. Wolf        

 

 

/s/ Stephanie Grauerholz  
*By: Stephanie Grauerholz  
  Attorney-in-Fact  
  Pursuant to Powers of Attorney, dated February 6, 2015, filed herein as Exhibit 16(a)

 

C-8
 

  

INDEX OF EXHIBITS

 

Exhibit Number   Exhibit Title
     
Exhibit 11(a)   Form of Opinion and Consent of Counsel
Exhibit 12(a)   Form of Tax Opinion of Vedder Price P.C., counsel for the Registrant
Exhibit 14(a)   Consent of PricewaterhouseCoopers LLP
Exhibit 16(a)   Powers of Attorney, dated February 6, 2015

 

C-9


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘N-14/A’ Filing    Date    Other Filings
6/30/18
12/31/16
6/30/16
11/1/15
6/30/15
4/24/15
2/13/15
Filed as of:2/6/15
Filed on:2/5/15
2/1/15
12/31/14
12/26/14
12/17/14485BPOS,  497,  497K
12/15/14
12/5/14N-14
11/5/14
11/1/14
10/28/14485BPOS,  497,  497K
9/30/1424F-2NT,  N-CSR,  N-MFP,  N-Q,  NSAR-B
9/17/14
8/29/14N-CSR,  N-PX,  N-Q,  NSAR-B
8/14/14
7/1/14
6/30/1424F-2NT,  N-CSR,  N-MFP,  N-PX,  N-Q,  NSAR-B
6/2/1440-APP/A
2/28/14485BPOS,  497,  497K,  N-CSRS,  N-MFP,  N-Q,  NSAR-A
2/1/14
12/31/13497,  497K,  N-CSRS,  N-MFP,  N-Q,  NSAR-A
12/17/13
12/15/13
11/1/13
10/28/13485BPOS,  497,  497K
9/30/1324F-2NT,  N-CSR,  N-MFP,  N-Q,  NSAR-B
7/1/13
6/30/1324F-2NT,  N-CSR,  N-MFP,  N-MFP/A,  N-PX,  N-Q,  NSAR-B
5/31/13497K,  N-MFP
4/5/13497,  497J
3/15/13497,  497K
1/1/13
12/31/12N-CSRS,  N-MFP,  N-Q,  NSAR-A
10/15/12
7/1/12
6/30/1224F-2NT,  N-CSR,  N-MFP,  N-PX,  N-Q,  NSAR-B
5/31/12485BPOS,  497,  497K,  N-MFP
4/2/12
3/15/12
1/1/12
12/15/11485BPOS,  497K
12/7/11N-MFP
12/2/11
1/28/11485APOS,  485BPOS,  497K
12/22/10
6/30/1024F-2NT,  DEFA14A,  N-CSR,  N-PX,  N-Q,  NSAR-B
6/10/10DEF 14A,  DEFA14A,  PRE 14A
2/16/10485BPOS
11/1/09
10/31/0924F-2NT,  N-CSR,  NSAR-B
8/1/09
7/31/0924F-2NT,  497,  N-CSR,  N-Q
7/6/09
7/2/09485BPOS,  497
1/1/09
12/5/08
2/28/08485BPOS,  497
1/1/08497
5/2/07
12/19/06485APOS
8/8/06N-14/A
6/14/06
2/1/06497
1/1/06
12/30/05485BPOS,  497
12/29/05485BPOS,  NSAR-B
11/28/05
10/14/05485APOS
8/1/05
2/24/05485BPOS
1/21/05
12/10/04485APOS
9/30/04
4/17/03485BPOS
3/18/03
2/28/03485BPOS
1/2/03
12/13/02485APOS,  497,  N-14
6/18/02
12/18/00485APOS
12/5/00
12/15/97485APOS
7/1/97
 List all Filings 


1 Subsequent Filing that References this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/28/15  Janus Investment Fund             NSAR-B      6/30/15   10:195K
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Filing Submission 0001571049-15-000835   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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