UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
INVESTMENT COMPANIES
Investment Company Act file number 811-21916
Oppenheimer SMA Core Bond Fund
(Exact name of registrant as specified in charter)
6803 South Tucson Way, Centennial, Colorado 80112-3924
(Address of principal executive offices) (Zip code)
(Address of principal executive offices) (Zip code)
Robert G. Zack, Esq.
OppenheimerFunds, Inc.
Two World Financial Center, New York, New York 10281-1008
(Name and address of agent for service)
OppenheimerFunds, Inc.
Two World Financial Center, New York, New York 10281-1008
(Name and address of agent for service)
Registrant’s telephone number, including area code: (303) 768-3200
Date of fiscal year end: December 31
Date of reporting period: 06/30/2009
Item 1. Reports to Stockholders.
June 30, 2009 Oppenheimer SMA Core Bond Semiannual Report Fund SEMIANNUAL REPORT Listing of Top Holdings Listing of Investments Financial Statements |
TOP HOLDINGS AND ALLOCATIONS
Portfolio Allocation
Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2009, and are based on the total market value of investments.
Credit Allocation | ||||
Agency | 2.8 | % | ||
AAA | 11.9 | |||
AA | 0.8 | |||
A | 1.1 | |||
BBB | 0.7 | |||
Other Securities | 82.7 |
Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2009, and are based on the total market value of investments. Securities rated by any rating organization are included in the equivalent Standard & Poor’s rating category. Average credit quality and allocation include rated securities and those not rated by a national rating organization but which the ratings given above have been assigned by the Manager for internal purposes as being comparable, in the Manager’s judgment, to securities rated by a rating agency in the same category.
4 | OPPENHEIMER SMA CORE BOND FUND
NOTES
Investors should consider the Fund’s investment objectives, risks, and other charges and expenses carefully before investing. The Fund’s prospectus contains this and other information about the Fund, and may be obtained by contacting your adviser or the “wrap-free” program sponsor. Read the prospectus carefully before investing.
The Fund’s investment strategy and focus can change over time. The mention of specific fund holdings does not constitute a recommendation by OppenheimerFunds, Inc.
Shares of the Fund commenced operations on 7/23/07.
An explanation of the calculation of performance is in the Fund’s Statement of Additional Information.
5 | OPPENHEIMER SMA CORE BOND FUND
FUND EXPENSES
Fund Expenses. As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions; and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and service fees; and other Fund expenses. These examples are 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.
The examples are based on an investment of $1,000.00 invested at the beginning of the period and held for the entire 6-month period ended June 30, 2009.
Actual Expenses. The first section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expense that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.60), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes. The second section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio, and an assumed rate of return of 5% per year before expenses, which is not the 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.
6 | OPPENHEIMER SMA CORE BOND FUND
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or contingent deferred sales charges (loads), or a $12.00 fee imposed annually on accounts valued at less than $500.00 (subject to exceptions described in the Statement of Additional Information). Therefore, the “hypothetical” section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Beginning | Ending | Expenses | ||||||||||
Account | Account | Paid During | ||||||||||
Value | Value | 6 Months Ended | ||||||||||
Actual | January 1, 2009 | June 30, 2009 | June 30, 2009 | |||||||||
$1,000.00 | $ 943.40 | $0.05 | ||||||||||
Hypothetical (5% return before expenses) | ||||||||||||
1,000.00 | 1,024.74 | 0.05 |
Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The annualized expense ratio, excluding indirect expenses from affiliated fund, based on the 6-month period ended June 30, 2009 is as follows:
Expense Ratio
0.01%
The expense ratio reflects reduction to custodian expenses and voluntary waivers or reimbursements of expenses by the Fund’s Manager that can be terminated at any time, without advance notice. The “Financial Highlights” table in the Fund’s financial statements, included in this report, also show the gross expense ratio, without such waivers or reimbursements and reduction to custodian expenses, if applicable.
7 | OPPENHEIMER SMA CORE BOND FUND
THIS PAGE INTENTIONALLY LEFT BLANK.
8 | OPPENHEIMER SMA CORE BOND FUND
STATEMENT OF INVESTMENTS June 30, 2009 / Unaudited
Principal | ||||||||
Amount | Value | |||||||
Asset-Backed Securities—6.0% | ||||||||
RASC Series 2006-KS7 Trust, Home Equity Mtg. Asset-Backed Pass-Through Certificates, Series 2006-KS7, Cl. A2, 0.414%, 9/25/361 | $ | 76,753 | $ | 66,649 | ||||
Structured Asset Investment Loan Trust, Mtg. Pass-Through Certificates, Series 2006-BNC3, Cl. A2, 0.354%, 9/25/361 | 12,051 | 11,583 | ||||||
Total Asset-Backed Securities (Cost $84,299) | 78,232 | |||||||
Mortgage-Backed Obligations—39.8% | ||||||||
Government Agency—9.0% | ||||||||
FHLMC/FNMA/Sponsored—9.0% | ||||||||
Federal National Mortgage Assn., | ||||||||
Interest-Only Stripped Mtg.-Backed Security: | ||||||||
Trust 2002-90, Cl. SY, 59.29%, 9/25/322 | 12,223 | 1,062 | ||||||
Trust 334, Cl. 3, (15.138)%, 7/1/332 | 28,134 | 3,444 | ||||||
Trust 339, Cl. 8, (7.298)%, 8/1/332 | 15,450 | 1,914 | ||||||
Trust 343, Cl. 13, 6.355%, 9/1/332,3 | 52,879 | 8,359 | ||||||
Trust 343, Cl. 18, 3.918%, 5/1/342 | 25,168 | 4,773 | ||||||
Trust 351, Cl. 10, 3.464%, 4/1/342 | 28,196 | 3,629 | ||||||
Trust 351, Cl. 11, (0.318)%, 11/1/342 | 15,987 | 2,065 | ||||||
Trust 351, Cl. 8, 2.745%, 4/1/342 | 45,069 | 6,123 | ||||||
Trust 351, Cl. 9, 1.126%, 10/1/342 | 570,364 | 72,293 | ||||||
Trust 355, Cl. 6, 4.166%, 12/1/332 | 22,474 | 2,980 | ||||||
Trust 355, Cl. 7, 1.119%, 11/1/332 | 15,493 | 2,127 | ||||||
Trust 356, Cl. 10, (2.058)%, 6/1/352 | 46,638 | 5,727 | ||||||
Trust 356, Cl. 12, (3.812)%, 2/1/352 | 19,800 | 2,387 | ||||||
116,883 | ||||||||
Non-Agency—30.8% | ||||||||
Commercial—24.1% | ||||||||
Banc of America Commercial Mortgage, Inc., Commercial Mtg. Pass-Through Certificates, Series 2006-1, Cl. AM, 5.421%, 9/1/45 | 240,000 | 124,370 | ||||||
Citigroup Commercial Mortgage Trust 2008-C7, Commercial Mtg. Pass-Through Certificates, Series 2008-C7, Cl. AM, 6.299%, 12/1/491 | 120,000 | 64,749 | ||||||
GE Capital Commercial Mortgage Corp., Commercial Mtg. Obligations, Series 2005-C4, Cl. AM, 5.513%, 11/1/451 | 55,000 | 35,114 | ||||||
LB-UBS Commercial Mortgage Trust 2006-C1, Commercial Mtg. Pass-Through Certificates, Series 2006-C1, Cl. AM, 5.217%, 2/11/311 | 140,000 | 88,302 | ||||||
312,535 | ||||||||
Residential—6.7% | ||||||||
CWALT Alternative Loan Trust 2005-21CB, Mtg. Pass-Through Certificates, Series 2005-21CB, Cl. A7, 5.50%, 6/1/35 | 68,485 | 47,776 |
F1 | OPPENHEIMER SMA CORE BOND FUND
STATEMENT OF INVESTMENTS Unaudited / Continued
Principal | ||||||||
Amount | Value | |||||||
Residential Continued | ||||||||
LB-UBS Commercial Mortgage Trust 2007-C7, Commercial Mtg. Pass-Through Certificates, Series 2007-C7, Cl. AM, 6.166%, 9/11/451 | $ | 80,000 | $ | 38,886 | ||||
86,662 | ||||||||
Total Mortgage-Backed Obligations (Cost $841,157) | 516,080 | |||||||
Corporate Bonds and Notes—6.5% | ||||||||
American International Group, Inc., 6.25% Jr. Sub. Bonds, 3/15/37 | 55,000 | 14,436 | ||||||
Merrill Lynch & Co., Inc., 7.75% Jr. Sub. Bonds, 5/14/38 | 25,000 | 23,261 | ||||||
Prudential Insurance Co. of America, 8.30% Nts., 7/1/254 | 30,000 | 27,306 | ||||||
Valero Logistics Operations LP, 6.05% Nts., 3/15/13 | 20,000 | 19,107 | ||||||
Total Corporate Bonds and Notes (Cost $120,787) | 84,110 | |||||||
Shares | ||||||||
Investment Companies—255.8% | ||||||||
JPMorgan U.S. Treasury Plus Money Market Fund, Agency Shares, 0.00%6,7 | 26,140 | 26,140 | ||||||
Oppenheimer Institutional Money Market Fund, Cl. E, 0.48%5,6 | 3,292,468 | 3,292,468 | ||||||
Total Investment Companies (Cost $3,318,608) | 3,318,608 | |||||||
Total Investments, at Value (Cost $4,364,851) | 308.1 | % | 3,997,030 | |||||
Liabilities in Excess of Other Assets | (208.1 | ) | (2,699,779 | ) | ||||
Net Assets | 100.0 | % | $ | 1,297,251 | ||||
Footnotes to Statement of Investments | ||
1. | Represents the current interest rate for a variable or increasing rate security. | |
2. | Interest-Only Strips represent the right to receive the monthly interest payments on an underlying pool of mortgage loans. These securities typically decline in price as interest rates decline. Most other fixed income securities increase in price when interest rates decline. The principal amount of the underlying pool represents the notional amount on which current interest is calculated. The price of these securities is typically more sensitive to changes in prepayment rates than traditional mortgage-backed securities (for example, GNMA pass-throughs). Interest rates disclosed represent current yields based upon the current cost basis and estimated timing and amount of future cash flows. These securities amount to $116,883 or 9.01% of the Fund’s net assets as of June 30, 2009. | |
3. | All or a portion of the security is held in collateralized accounts to cover initial margin requirements on open futures contracts. The aggregate market value of such securities is $8,359. See Note 5 of accompanying Notes. | |
4. | Represents securities sold under Rule 144A, which are exempt from registration under the Securities Act of 1933, as amended. These securities have been determined to be liquid under guidelines established by the Board of Trustees. These securities amount to $27,306 or 2.10% of the Fund’s net assets as of June 30, 2009. |
F2 | OPPENHEIMER SMA CORE BOND FUND
5. | Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended June 30, 2009, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows: |
Shares | Gross | Gross | Shares | |||||||||||||
December 31, 2008 | Additions | Reductions | June 30, 2009 | |||||||||||||
Oppenheimer Institutional Money Market Fund, Cl. E | 3,188,146 | 15,751,712 | 15,647,390 | 3,292,468 |
Value | Income | |||||||
Oppenheimer Institutional Money Market Fund, Cl. E | $ | 3,292,468 | $ | 10,236 |
6. | Rate shown is the 7-day yield as of June 30, 2009. | |
7. | Interest rate less than 0.0005%. |
Valuation Inputs
Various data inputs are used in determining the value of each of the Fund’s investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards:
1) | Level 1—unadjusted quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange) | ||
2) | Level 2—inputs other than unadjusted quoted prices that are observable for the asset (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.) | ||
3) | Level 3—unobservable inputs (including the Manager’s own judgments about assumptions that market participants would use in pricing the asset). |
The table below categorizes amounts that are included in the Fund’s Statement of Assets and Liabilities as of June 30, 2009 based on valuation input level:
Level 3– | ||||||||||||||||
Level 1– | Level 2– | Significant | ||||||||||||||
Unadjusted | Other Significant | Unobservable | ||||||||||||||
Quoted Prices | Observable Inputs | Inputs | Value | |||||||||||||
Assets Table | ||||||||||||||||
Investments, at Value: | ||||||||||||||||
Asset-Backed Securities | $ | — | $ | 78,232 | $ | — | $ | 78,232 | ||||||||
Mortgage-Backed Obligations | — | 516,080 | — | 516,080 | ||||||||||||
Corporate Bonds and Notes | — | 84,110 | — | 84,110 | ||||||||||||
Investment Companies | 3,318,608 | — | — | 3,318,608 | ||||||||||||
Total Investments, at Value | 3,318,608 | 678,422 | — | 3,997,030 | ||||||||||||
Other Financial Instruments: | ||||||||||||||||
Swaps | — | 40,821 | — | 40,821 | ||||||||||||
Futures | 1,016 | — | — | 1,016 | ||||||||||||
Total Assets | $ | 3,319,624 | $ | 719,243 | $ | — | $ | 4,038,867 | ||||||||
Liabilities Table | ||||||||||||||||
Other Financial Instruments: | ||||||||||||||||
Swaps | $ | — | $ | (5,249 | ) | $ | — | $ | (5,249 | ) | ||||||
Futures | (438 | ) | — | — | (438 | ) | ||||||||||
Total Liabilities | $ | (438 | ) | $ | (5,249 | ) | $ | — | $ | (5,687 | ) | |||||
Currency contracts and forwards, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. Futures, if any, are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. All additional assets and liabilities included in the above table are reported at their market value at measurement date.
See the accompanying Notes for further discussion of the methods used in determining value of the Fund’s investments, and a summary of changes to the valuation techniques, if any, during the reporting period.
F3 | OPPENHEIMER SMA CORE BOND FUND
STATEMENT OF INVESTMENTS Unaudited / Continued
Footnotes to Statement of Investments Continued
Futures Contracts as of June 30, 2009 are as follows:
Unrealized | ||||||||||||||||||||
Number of | Expiration | Appreciation | ||||||||||||||||||
Contract Description | Buy/Sell | Contracts | Date | Value | (Depreciation) | |||||||||||||||
U.S. Treasury Long Bonds | Buy | 2 | 9/21/09 | $ | 236,719 | $ | 6,381 | |||||||||||||
U.S. Treasury Nts., 2 yr. | Sell | 1 | 9/30/09 | 216,219 | (1,379 | ) | ||||||||||||||
U.S. Treasury Nts., 5 yr. | Sell | 4 | 9/30/09 | 458,875 | 5,422 | |||||||||||||||
U.S. Treasury Nts., 10 yr. | Sell | 1 | 9/21/09 | 116,266 | (1,923 | ) | ||||||||||||||
$ | 8,501 | |||||||||||||||||||
Credit Default Swap Contracts as of June 30, 2009 are as follows:
Buy/Sell | Notional | |||||||||||||||||||||
Swap | Credit | Amount | Receive | Termination | ||||||||||||||||||
Reference Entity | Counterparty | Protection | (000’s) | Fixed Rate | Date | Value | ||||||||||||||||
Inco Ltd. | Deutsche Bank AG | Buy | $ | 125 | 0.66 | % | 9/21/09 | $ | 2,916 | |||||||||||||
Total | 125 | 2,916 | ||||||||||||||||||||
Merrill Lynch & Co., Inc.: | ||||||||||||||||||||||
Barclays Bank plc | Sell | 155 | 4.15 | 9/23/09 | 789 | |||||||||||||||||
Credit Suisse International | Sell | 80 | 4.15 | 9/20/09 | 407 | |||||||||||||||||
Total | 235 | 1,196 | ||||||||||||||||||||
Vale Overseas | Credit Suisse International | Sell | 125 | 1.27 | 9/22/09 | (5,249 | ) | |||||||||||||||
Total | 125 | (5,249 | ) | |||||||||||||||||||
Grand Total Buys | 2,916 | |||||||||||||||||||||
Grand Total Sells | (4,053 | ) | ||||||||||||||||||||
Total Credit Default Swaps | $ | (1,137 | ) | |||||||||||||||||||
The table that follows shows the undiscounted maximum potential payment by the Fund related to selling credit protection in credit default swaps:
Total Maximum Potential | ||||||||||||
Type of Reference Asset on which | Payments for Selling Credit | Reference Asset | ||||||||||
the Fund Sold Protection | Protection (Undiscounted) | Amount Recoverable* | Rating Range | ** | ||||||||
Investment Grade Single Name Corporate Debt | $ | 360,000 | $ | — | A to BBB+ |
* | The Fund has no amounts recoverable from related purchased protection. In addition, the Fund has no recourse provisions under the credit derivatives and holds no collateral which can offset or reduce potential payments under a triggering event. | |
** | The period end reference asset security ratings, as rated by any rating organization, are included in the equivalent Standard & Poor’s rating category. The reference asset rating represents the likelihood of a potential credit event on the reference asset which would result in a related payment by the Fund. |
F4 | OPPENHEIMER SMA CORE BOND FUND
Interest Rate Swap Contracts as of June 30, 2009 are as follows:
Notional | ||||||||||||||||||||
Interest Rate/ | Amount | Paid by | Received by | Termination | ||||||||||||||||
Swap Counterparty | (000’s) | the Fund | the Fund | Date | Value | |||||||||||||||
USD BBA LIBOR | ||||||||||||||||||||
Three- | ||||||||||||||||||||
Month USD | ||||||||||||||||||||
Deutsche Bank AG | $ | 230 | BBA LIBOR | 5.445 | % | 8/8/17 | $ | 36,709 |
Abbreviation is as follows:
BBA LIBOR British Bankers’ Association London-Interbank Offered Rate
Swap Summary as of June 30, 2009 is as follows:
The following table aggregates, as of period , the amount receivable from/(payable to) each counterparty with whom the Fund has entered into a swap agreement. Swaps are individually disclosed in the preceding tables.
Notional | ||||||||||||
Swap Type from | Amount | |||||||||||
Swap Counterparty | Fund Perspective | (000’s) | Value | |||||||||
Barclays Bank plc | Credit Default Sell Protection | $ | 155 | $ | 789 | |||||||
Credit Suisse International | Credit Default Sell Protection | 205 | (4,842 | ) | ||||||||
Deutsche Bank AG: | ||||||||||||
Credit Default Buy Protection | 125 | 2,916 | ||||||||||
Interest Rate | 230 | 36,709 | ||||||||||
39,625 | ||||||||||||
Total Swaps | $ | 35,572 | ||||||||||
See accompanying Notes to Financial Statements.
F5 | OPPENHEIMER SMA CORE BOND FUND
STATEMENT OF ASSETS AND LIABILITIES Unaudited
June 30, 2009
Assets | ||||
Investments, at value—see accompanying statement of investments: | ||||
Unaffiliated companies (cost $1,072,383) | $ | 704,562 | ||
Affiliated companies (cost $3,292,468) | 3,292,468 | |||
3,997,030 | ||||
Swaps, at value | 40,821 | |||
Receivables and other assets: | ||||
Investments sold (including $56,429 sold on a when-issued or delayed delivery basis) | 178,806 | |||
Terminated investment contracts | 10,608 | |||
Interest and dividends | 11,088 | |||
Futures margins | 1,016 | |||
Other | 3,720 | |||
Total assets | 4,243,089 | |||
Liabilities | ||||
Swaps, at value | 5,249 | |||
Payables and other liabilities: | ||||
Shares of beneficial interest redeemed | 2,900,000 | |||
Dividends | 13,250 | |||
Shareholder communications | 2,531 | |||
Futures margins | 438 | |||
Trustees’ compensation | 413 | |||
Other | 23,957 | |||
Total liabilities | 2,945,838 | |||
Net Assets | $ | 1,297,251 | ||
Composition of Net Assets | ||||
Par value of shares of beneficial interest | $ | 242 | ||
Additional paid-in capital | 8,858,837 | |||
Accumulated net investment loss | (50,496 | ) | ||
Accumulated net realized loss on investments | (7,187,584 | ) | ||
Net unrealized depreciation on investments | (323,748 | ) | ||
Net Assets—applicable to 241,922 shares of beneficial interest outstanding | $ | 1,297,251 | ||
Net Asset Value, Redemption Price Per Share and Offering Price Per Share | $ | 5.36 |
See accompanying Notes to Financial Statements
F6 | OPPENHEIMER SMA CORE BOND FUND
STATEMENT OF OPERATIONS Unaudited
For the Six Months Ended June 30, 2009
Investment Income | ||||
Interest | $ | 320,647 | ||
Fee income | 38,449 | |||
Dividends: | ||||
Unaffiliated companies | 291 | |||
Affiliated companies | 10,236 | |||
Total investment income | 369,623 | |||
Expenses | ||||
Management fees | 15,648 | |||
Legal, auditing and other professional fees | 14,043 | |||
Shareholder communications | 10,838 | |||
Registration and filing fees | 1,568 | |||
Custodian fees and expenses | 293 | |||
Trustees’ compensation | 255 | |||
Other | 1,034 | |||
Total expenses | 43,679 | |||
Less reduction to custodian expenses | (93 | ) | ||
Less waivers and reimbursements of expenses | (43,331 | ) | ||
Net expenses | 255 | |||
Net Investment Income | 369,368 | |||
Realized and Unrealized Gain (Loss) | ||||
Net realized loss on: | ||||
Investments from unaffiliated companies | (4,836,192 | ) | ||
Closing and expiration of futures contracts | (158,919 | ) | ||
Swap contracts | (826,876 | ) | ||
Net realized loss | (5,821,987 | ) | ||
Net change in unrealized appreciation (depreciation) on: | ||||
Investments | 4,020,867 | |||
Futures contracts | (70,484 | ) | ||
Swap contracts | (381 | ) | ||
Net change in unrealized depreciation | 3,950,002 | |||
Net Decrease in Net Assets Resulting from Operations | $ | (1,502,617 | ) | |
See accompanying Notes to Financial Statements.
F7 | OPPENHEIMER SMA CORE BOND FUND
STATEMENTS OF CHANGES IN NET ASSETS
Six Months | Year | |||||||
Ended | Ended | |||||||
June 30, 2009 | December 31, | |||||||
(Unaudited) | 2008 | |||||||
Operations | ||||||||
Net investment income | $ | 369,368 | $ | 1,600,421 | ||||
Net realized loss | (5,821,987 | ) | (6,178,854 | ) | ||||
Net change in unrealized depreciation | 3,950,002 | (4,547,238 | ) | |||||
Net decrease in net assets resulting from operations | (1,502,617 | ) | (9,125,671 | ) | ||||
Dividends and/or Distributions to Shareholders | ||||||||
Dividends from net investment income | (369,366 | ) | (42,218 | ) | ||||
Tax return of capital distribution from net investment income | — | (1,557,720 | ) | |||||
Beneficial Interest Transactions | ||||||||
Net increase (decrease) in net assets resulting from beneficial interest transactions | (11,728,586 | ) | 58,774 | |||||
Net Assets | ||||||||
Total decrease | (13,600,569 | ) | (10,666,835 | ) | ||||
Beginning of period | 14,897,820 | 25,564,655 | ||||||
End of period (including accumulated net investment loss of $50,496 and $50,498, respectively) | $ | 1,297,251 | $ | 14,897,820 | ||||
See accompanying Notes to Financial Statements.
F8 | OPPENHEIMER SMA CORE BOND FUND
FINANCIAL HIGHLIGHTS
Six Months | Year | |||||||||||
Ended | Ended | |||||||||||
June 30, 2009 | Dec. 31, | |||||||||||
(Unaudited) | 2008 | 2007 | 1 | |||||||||
Per Share Operating Data | ||||||||||||
Net asset value, beginning of period | $ | 5.90 | $ | 10.17 | $ | 10.00 | ||||||
Income (loss) from investment operations: | ||||||||||||
Net investment income2 | .22 | .64 | .26 | |||||||||
Net realized and unrealized gain (loss) | (.56 | ) | (4.27 | ) | .20 | |||||||
Total from investment operations | (.34 | ) | (3.63 | ) | .46 | |||||||
Dividends and/or distributions to shareholders: | ||||||||||||
Dividends from net investment income | (.20 | ) | (.02 | ) | (.26 | ) | ||||||
Tax return of capital distribution from net investment income | — | (.62 | ) | — | ||||||||
Distributions from net realized gain | — | — | (.03 | ) | ||||||||
Total dividends and/or distributions to shareholders | (.20 | ) | (.64 | ) | (.29 | ) | ||||||
Net asset value, end of period | $ | 5.36 | $ | 5.90 | $ | 10.17 | ||||||
Total Return, at Net Asset Value3 | (5.66 | )% | (37.52 | )% | 4.61 | % | ||||||
Ratios/Supplemental Data | ||||||||||||
Net assets, end of period (in thousands) | $ | 1,297 | $ | 14,898 | $ | 25,565 | ||||||
Average net assets (in thousands) | $ | 8,957 | $ | 22,456 | $ | 25,034 | ||||||
Ratios to average net assets:4 | ||||||||||||
Net investment income | 8.32 | % | 7.13 | % | 5.78 | % | ||||||
Total expenses | 0.98 | % | 0.74 | % | 0.77 | % | ||||||
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | 0.01 | % | 0.00 | %5 | 0.00 | %5 | ||||||
Portfolio turnover rate6 | 87 | % | 45 | % | 48 | % |
1. | For the period from July 23, 2007 (commencement of operations) to December 31, 2007. | |
2. | Per share amounts calculated based on the average shares outstanding during the period. | |
3. | Assumes an investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. | |
4. | Annualized for periods less than one full year. | |
5. | Less than 0.005%. | |
6. | The portfolio turnover rate excludes purchase and sale transactions of To Be Announced (TBA) mortgage related securities as follows: |
Purchase Transactions | Sale Transactions | |||||||
Six Months Ended June 30, 2009 | $ | 15,555,485 | $ | 22,407,316 | ||||
Year Ended December 31, 2008 | $ | 57,958,428 | $ | 51,597,178 | ||||
Period Ended December 31, 2007 | $ | 21,170,290 | $ | 20,971,756 |
See accompanying Notes to Financial Statements.
F9 | OPPENHEIMER SMA CORE BOND FUND
NOTES TO FINANCIAL STATEMENTS Unaudited
1. Significant Accounting Policies
Oppenheimer SMA Core Bond Fund (the “Fund”) is a registered investment company organized as a Massachusetts Business Trust. The Fund is registered as an open-end management investment company under the Investment Company Act of 1940, as amended. The Fund’s objective is to seek total return by investing mainly in debt instruments. The Fund’s investment adviser is OppenheimerFunds, Inc. (the “Manager”). As of June 30, 2009, 100% of the shares were owned were owned by the Manager and its affiliates.
Shares of the Fund may be purchased only by or on behalf of separately managed account clients (“wrap-fee” accounts) who have retained OFI Private Investments Inc. or certain of its affiliates (individually or collectively referred to as “OFI PI”), to manage their accounts pursuant to an investment management agreement with OFI PI and/or a managed account program sponsor as part of a “wrap-fee” program.
The following is a summary of significant accounting policies consistently followed by the Fund.
Securities Valuation. The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (the “Exchange”), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading.
Effective for fiscal periods beginning after November 15, 2007, FASB Statement of Financial Accounting Standards No. 157, Fair Value Measurements, establishes a hierarchy for measuring fair value of assets and liabilities. As required by the standard, each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Unadjusted quoted prices in active markets for identical securities are classified as “Level 1,” inputs other than unadjusted quoted prices for an asset that are observable are classified as “Level 2” and unobservable inputs, including the Manager’s judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as “Level 3.” The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. A table summarizing the Fund’s investments under these levels of classification is included following the Statement of Investments.
Securities are valued using unadjusted quoted market prices, when available, as supplied primarily either by portfolio pricing services approved by the Board of Trustees or dealers. These securities are typically classified within Level 1 or 2; however, they may be designated as Level 3 if the dealer or portfolio pricing service values a security through an internal model with significant unobservable inputs.
Securities traded on a registered U.S. securities exchange are valued based on the last sale price of the security reported on the principal exchange on which traded, prior to the time when the Fund’s assets are valued. Securities whose principal exchange is NASDAQ® are valued based on the official closing prices reported by NASDAQ prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the last sale price on the prior trading day, if it is within the spread of the current day’s
F10 | OPPENHEIMER SMA CORE BOND FUND
closing “bid” and “asked” prices, and if not, at the current day’s closing bid price. A foreign security traded on a foreign exchange is valued based on the last sale price on the principal exchange on which the security is traded, as identified by the portfolio pricing service used by the Manager, prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the most recent official closing price on the principal exchange on which it is traded.
Shares of a registered investment company that are not traded on an exchange are valued at that investment company’s net asset value per share.
Corporate, government and municipal debt instruments having a remaining maturity in excess of sixty days and all mortgage-backed securities, collateralized mortgage obligations and other asset-backed securities are valued at the mean between the “bid” and “asked” prices.
“Money market-type” debt instruments with remaining maturities of sixty days or less are valued at cost adjusted by the amortization of discount or premium to maturity (amortized cost), which approximates market value. These securities are typically designated as Level 2.
In the absence of a readily available unadjusted quoted market price, including for securities whose values have been materially affected by what the Manager identifies as a significant event occurring before the Fund’s assets are valued but after the close of the securities’ respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that asset using consistently applied procedures under the supervision of the Board of Trustees (which reviews those fair valuations by the Manager). Those procedures include certain standardized methodologies to fair value securities. Such methodologies include, but are not limited to, pricing securities initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be adjusted for any discounts related to resale restrictions. When possible, such methodologies use observable market inputs such as unadjusted quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.
Fair valued securities may be classified as “Level 3” if the Manager’s own assumptions about the inputs that market participants would use in valuing such securities are significant to the fair value.
There have been no significant changes to the fair valuation methodologies during the period.
Securities on a When-Issued or Delayed Delivery Basis. The Fund may purchase securities on a “when-issued” basis, and may purchase or sell securities on a “delayed delivery” basis. “When-issued” or “delayed delivery” refers to securities whose terms and indenture are available and for which a market exists, but which are not available for immediate delivery. Delivery and payment for securities that have been purchased by the Fund on a when-issued basis normally takes place within six months and possibly as long
F11 | OPPENHEIMER SMA CORE BOND FUND
NOTES TO FINANCIAL STATEMENTS Unaudited / Continued
1. Significant Accounting Policies Continued
as two years or more after the trade date. During this period, such securities do not earn interest, are subject to market fluctuation and may increase or decrease in value prior to their delivery. The purchase of securities on a when-issued basis may increase the volatility of the Fund’s net asset value to the extent the Fund executes such transactions while remaining substantially fully invested. When the Fund engages in when-issued or delayed delivery transactions, it relies on the buyer or seller, as the case may be, to complete the transaction. Their failure to do so may cause the Fund to lose the opportunity to obtain or dispose of the security at a price and yield it considers advantageous. The Fund maintains internally designated assets with a market value equal to or greater than the amount of its purchase commitments. The Fund may also sell securities that it purchased on a when-issued basis or forward commitment prior to settlement of the original purchase.
As of June 30, 2009, the Fund had purchased securities issued on a when-issued or delayed delivery basis and sold securities issued on a delayed delivery basis as follows:
When-Issued or Delayed Delivery | ||||
Basis Transactions | ||||
Sold securities | $ | 56,429 |
The Fund may enter into “forward roll” transactions with respect to mortgage-related securities. In this type of transaction, the Fund sells a mortgage-related security to a buyer and simultaneously agrees to repurchase a similar security (same type, coupon and maturity) at a later date at a set price. During the period between the sale and the repurchase, the Fund will not be entitled to receive interest and principal payments on the securities that have been sold. The Fund records the incremental difference between the forward purchase and sale of each forward roll as realized gain (loss) on investments or as fee income in the case of such transactions that have an associated fee in lieu of a difference in the forward purchase and sale price.
Risks of entering into forward roll transactions include the potential inability of the counterparty to meet the terms of the agreement; the potential of the Fund to receive inferior securities at redelivery as compared to the securities sold to the counterparty; counterparty credit risk. To assure its future payment of the purchase price, the Fund maintains internally designated assets with a market value equal to or greater than the payment obligation under the roll.
Investment in Oppenheimer Institutional Money Market Fund. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund (“IMMF”) to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is also the investment adviser of IMMF. When applicable, the Fund’s investment in IMMF is included in the Statement of Investments. As a shareholder, the Fund is subject to its proportional share of IMMF’s Class E expenses, including its management fee.
F12 | OPPENHEIMER SMA CORE BOND FUND
Allocation of Income, Expenses, Gains and Losses. Income, expenses (other than those attributable to a specific class), gains and losses are allocated on a daily basis to each class of shares based upon the relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against the operations of that class.
Federal Taxes. The Fund intends to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its investment company taxable income, including any net realized gain on investments not offset by capital loss carryforwards, if any, to shareholders. Therefore, no federal income or excise tax provision is required. The Fund files income tax returns in U.S. federal and applicable state jurisdictions. The statute of limitations on the Fund’s tax return filings generally remain open for the three preceding fiscal reporting period ends.
During the fiscal year ended December 31, 2008, the Fund did not utilize any capital loss carryforward to offset capital gains realized in that fiscal year. As of December 31, 2008, the Fund had available for federal income tax purposes post-October losses of $586,047 and unused capital loss carryforward as follows:
Expiring | |||
2016 | $ | 759,967 |
As of June 30, 2009, the Fund had available for federal income tax purposes an estimated capital loss carryforward of $7,168,001 expiring by 2018. This estimated capital loss carryforward represents carryforward as of the end of the last fiscal year, increased for losses deferred under tax accounting rules to the current fiscal year and is increased or decreased by capital losses or gains realized in the first six months of the current fiscal year. During the six months ended June 30, 2009, it is estimated that the Fund will not utilize any capital loss carryforward to offset realized capital gains.
Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of dividends and distributions made during the fiscal year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. Also, due to timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or net realized gain was recorded by the Fund.
The aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes as of June 30, 2009 are noted in the following table. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses or tax realization of financial statement unrealized gain or loss.
F13 | OPPENHEIMER SMA CORE BOND FUND
NOTES TO FINANCIAL STATEMENTS Unaudited / Continued
1. Significant Accounting Policies Continued
Federal tax cost of securities | $ | 4,878,211 | ||
Federal tax cost of other investments | (537,002 | ) | ||
Total federal tax cost | $ | 4,341,209 | ||
Gross unrealized appreciation | $ | 55,298 | ||
Gross unrealized depreciation | (892,406 | ) | ||
Net unrealized depreciation | $ | (837,108 | ) | |
Trustees’ Compensation. The Board of Trustees has adopted a compensation deferral plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from the Fund. For purposes of determining the amount owed to the Trustee under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of the Fund or in other Oppenheimer funds selected by the Trustee. The Fund purchases shares of the funds selected for deferral by the Trustee in amounts equal to his or her deemed investment, resulting in a Fund asset equal to the deferred compensation liability. Such assets are included as a component of “Other” within the asset section of the Statement of Assets and Liabilities. Deferral of trustees’ fees under the plan will not affect the net assets of the Fund, and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance to the compensation deferral plan.
Dividends and Distributions to Shareholders. Dividends and distributions to shareholders, which are determined in accordance with income tax regulations and may differ from U.S. generally accepted accounting principles, are recorded on the ex-dividend date. Income distributions, if any, are declared daily and paid monthly. Capital gain distributions, if any, are declared and paid annually. The tax character of distributions is determined as of the Fund’s fiscal year end. Therefore, a portion of the Fund’s distributions made to shareholders prior to the Fund’s fiscal year end may ultimately be categorized as a tax return of capital.
Investment Income. Dividend income is recorded on the ex-dividend date or upon ex-dividend notification in the case of certain foreign dividends where the ex-dividend date may have passed. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is recognized on an accrual basis. Discount and premium, which are included in interest income on the Statement of Operations, are amortized or accreted daily.
Custodian Fees. “Custodian fees and expenses” in the Statement of Operations may include interest expense incurred by the Fund on any cash overdrafts of its custodian account during the period. Such cash overdrafts may result from the effects of failed trades in portfolio securities and from cash outflows resulting from unanticipated shareholder redemption activity. The Fund pays interest to its custodian on such cash overdrafts, to the extent they are not offset by positive cash balances maintained by
F14 | OPPENHEIMER SMA CORE BOND FUND
the Fund, at a rate equal to the Federal Funds Rate plus 0.50%. The “Reduction to custodian expenses” line item, if applicable, represents earnings on cash balances maintained by the Fund during the period. Such interest expense and other custodian fees may be paid with these earnings.
Security Transactions. Security transactions are recorded on the trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.
Indemnifications. The Fund’s organizational documents provide current and former trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
Other. 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 amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.
2. Shares of Beneficial Interest
The Fund has authorized an unlimited number of $0.001 par value shares of beneficial interest. Transactions in shares of beneficial interest were as follows:
Six Months Ended June 30, 2009 | Year Ended December 31, 2008 | |||||||||||||||
Shares | Amount | Shares | Amount | |||||||||||||
Sold | 477 | $ | 2,801 | 10,398 | $ | 58,759 | ||||||||||
Dividends and/or distributions reinvested | 85 | 467 | 278 | 2,372 | ||||||||||||
Redeemed | (2,282,768 | ) | (11,731,854 | ) | (276 | ) | (2,357 | ) | ||||||||
Net increase (decrease) | (2,282,206 | ) | $ | (11,728,586 | ) | 10,400 | $ | 58,774 | ||||||||
3. Purchases and Sales of Securities
The aggregate cost of purchases and proceeds from sales of securities, other than short-term obligations and investments in IMMF, for the six months ended June 30, 2009, were as follows:
Purchases | Sales | |||||||
Investment securities | $ | 2,764,155 | $ | 9,202,347 | ||||
U.S. government and government agency obligations | 746,759 | 722,897 | ||||||
To Be Announced (TBA) mortgage-related securities | 15,555,485 | 22,407,316 |
F15 | OPPENHEIMER SMA CORE BOND FUND
NOTES TO FINANCIAL STATEMENTS Unaudited / Continued
4. Fees and Other Transactions with Affiliates
Management Fees. The Manager has contractually agreed to waive the entire amount of its advisory fee, which is 0.35% of the average net assets, and the Fund does not pay any other fee for the Manager’s services. A portion of the “wrap-fee” that investors pay to the “wrap-fee” program sponsor may be attributed to the management of the Fund.
Transfer Agent Fees. OppenheimerFunds Services (“OFS”), a division of the Manager, acts as the transfer and shareholder servicing agent for the Fund. The Fund pays OFS a per account fee.
Waivers and Reimbursements of Expenses. The Manager has contractually agreed to waive all Management Fees and pay or reimburse all expenses of the Fund, except extraordinary expenses, transfer agent fees and fees paid to the independent Trustees. This agreement has no fixed term. Investors should be aware that even though the Fund does not pay any fees or expenses to the Manager, investors will pay a “wrap fee” to their program sponsor. During the six months ended June 30, 2009, the Manager waived management fees in the amount of $15,648 and reimbursed expenses in the amount of $27,683.
OFS has voluntarily agreed to limit transfer and shareholder servicing agent fees to 0.35% of average annual net assets of the Fund. This undertaking may be amended or withdrawn at any time.
5. Risk Exposures and the Use of Derivative Instruments
The Fund’s investment objectives not only permit the Fund to purchase investment securities, they also allow the Fund to enter into various types of derivatives contracts, including, but not limited to, futures contracts, forward foreign currency exchange contracts, credit default swaps, interest rate swaps, total return swaps, and purchased and written options. In doing so, the Fund will employ strategies in differing combinations to permit it to increase, decrease, or change the level or types of exposure to market risk factors. Central to those strategies are features inherent to derivatives that make them more attractive for this purpose than equity and debt securities: they require little or no initial cash investment, they can focus exposure on only certain selected risk factors, and they may not require the ultimate receipt or delivery of the underlying security (or securities) to the contract. This may allow the Fund to pursue its objectives more quickly and efficiently than if it were to make direct purchases or sales of securities capable of effecting a similar response to market factors.
Market Risk Factors. In pursuit of its investment objectives, the Fund may seek to use derivatives to increase or decrease its exposure to the following market risk factors:
Interest Rate Risk. Interest rate risk refers to the fluctuations in value of fixed-income securities resulting from the inverse relationship between price and yield. For example, an increase in general interest rates will tend to reduce the market value of already issued fixed-income investments, and a decline in general interest rates will tend to
F16 | OPPENHEIMER SMA CORE BOND FUND
increase their value. In addition, debt securities with longer maturities, which tend to have higher yields, are subject to potentially greater fluctuations in value from changes in interest rates than obligations with shorter maturities.
Credit Risk. Credit risk relates to the ability of the issuer to meet interest and principal payments, or both, as they come due. In general, lower-grade, higher-yield bonds are subject to credit risk to a greater extent than lower-yield, higher-quality bonds.
Foreign Exchange Rate Risk. Foreign exchange rate risk relates to the change in the U.S. dollar value of a security held that is denominated in a foreign currency. The U.S. dollar value of a foreign currency denominated security will decrease as the dollar appreciates against the currency, while the U.S. dollar value will increase as the dollar depreciates against the currency.
Equity Risk. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market.
Risks of Investing in Derivatives. The Fund’s use of derivatives can result in losses due to unanticipated changes in the market risk factors and the overall market. In instances where the Fund is using derivatives to decrease, or hedge, exposures to market risk factors for securities held by the Fund, there are also risks that those derivatives may not perform as expected resulting in losses for the combined or hedged positions.
Derivatives may have little or no initial cash investment relative to their market value exposure and therefore can produce significant gains or losses in excess of their cost. This use of embedded leverage allows the Fund to increase its market value exposure relative to its net assets and can substantially increase the volatility of the Fund’s performance.
Additional associated risks from investing in derivatives also exist and potentially could have significant effects on the valuation of the derivative and the Fund. Typically, the associated risks are not the risks that the Fund is attempting to increase or decrease exposure to, per its investment objectives, but are the additional risks from investing in derivatives. Examples of these associated risks are liquidity risk, which is the risk that the Fund will not be able to sell the derivative in the open market in a timely manner, and counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. Associated risks can be different for each type of derivative and are discussed by each derivative type in the notes that follow.
Counterparty Credit Risk. Certain derivative positions are subject to counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. The Fund’s derivative counterparties are financial institutions who are subject to market conditions that may weaken their financial position. The Fund intends to enter into financial transactions with counterparties that the Manager believes to be creditworthy at the time of the transaction. As of June 30, 2009, the maximum amount of loss that the Fund would incur if the counterparties to its derivative transactions failed to perform would be $40,821, which represents the gross unrealized appreciation on these derivative contracts. To reduce this risk the Fund has entered into master netting arrangements, established
F17 | OPPENHEIMER SMA CORE BOND FUND
NOTES TO FINANCIAL STATEMENTS Unaudited / Continued
5. | Risk Exposures and the Use of Derivative Instruments Continued | |
within the Fund’s International Swap and Derivatives Association, Inc. (“ISDA”) master agreements, which allow the Fund to net unrealized appreciation and depreciation for positions in swaps, over-the-counter options, and forward currency exchange contracts for each individual counterparty. The amount of loss that the Fund would incur taking into account these master netting arrangements would be $40,414 as of June 30, 2009. | ||
Credit Related Contingent Features. The Fund has several credit related contingent features that if triggered would allow its derivatives counterparties to close out and demand payment or additional collateral to cover their exposure from the Fund. Credit related contingent features are established between the Fund and its derivatives counterparties to reduce the risk that the Fund will not fulfill its payment obligations to its counterparties. These triggering features include, but are not limited to, a percentage decrease in the Fund’s net assets and or a percentage decrease in the Fund’s Net Asset Value or NAV. The contingent features are established within the Fund’s ISDA master agreements which govern positions in swaps, over-the-counter options, and forward currency exchange contracts for each individual counterparty. | ||
As of June 30, 2009, the total value of derivative positions with credit related contingent features in a net liability position was $4,842. If a contingent feature would have been triggered as of June 30, 2009, the Fund could have been required to pay this amount in cash to its counterparties. The Fund did not hold or post collateral for its derivative transactions. |
Valuations of derivative instruments as of June 30, 2009 are as follows:
Asset Derivatives | Liability Derivatives | |||||||||||||||
Derivatives not Accounted | ||||||||||||||||
for as Hedging Instruments | Statement of Assets | Statement of Assets | ||||||||||||||
under Statement 133(a) | and Liabilities Location | Value | and Liabilities Location | Value | ||||||||||||
Interest rate contracts | Swaps, at value | $ | 36,709 | |||||||||||||
Interest rate contracts | Futures margins | 1,016 | * | Futures margins | $ | 438 | * | |||||||||
Credit contracts | Swaps, at value | 4,112 | Swaps, at value | 5,249 | ||||||||||||
Total | $ | 41,837 | $ | 5,687 | ||||||||||||
* | Includes only the current day’s variation margin. Prior variation margin movements have been reflected in cash on the Statement of Assets and Liabilities upon receipt or payment. | |
The effect of derivative instruments on the Statement of Operations is as follows: |
Amount of Realized Gain or Loss Recognized on Derivative
Derivatives Not Accounted for | ||||||||||||
as Hedging Instruments | Closing and expiration | |||||||||||
under Statement 133(a) | of futures contracts | Swap contracts | Total | |||||||||
Interest rate contracts | $ | (158,919 | ) | $ | (131,982 | ) | $ | (290,901 | ) | |||
Credit contracts | — | (694,894 | ) | (694,894 | ) | |||||||
Total | $ | (158,919 | ) | $ | (826,876 | ) | $ | (985,795 | ) | |||
F18 | OPPENHEIMER SMA CORE BOND FUND
Amount of Change in Unrealized Gain or Loss Recognized on Derivative
Derivatives Not Accounted for | ||||||||||||
as Hedging Instruments | ||||||||||||
under Statement 133(a) | Futures contracts | Swap contracts | Total | |||||||||
Interest rate contracts | $ | (70,484 | ) | $ | 42,135 | $ | (28,349 | ) | ||||
Credit contracts | — | (42,516 | ) | (42,516 | ) | |||||||
Total | $ | (70,484 | ) | $ | (381 | ) | $ | (70,865 | ) | |||
Futures Contracts
A futures contract is a commitment to buy or sell a specific amount of a financial instrument at a negotiated price on a stipulated future date. The Fund may buy and sell futures contracts and may also buy or write put or call options on these futures contracts.
Futures contracts traded on a commodities or futures exchange will be valued at the final settlement price or official closing price on the principal exchange as reported by such principal exchange at its trading session ending at, or most recently prior to, the time when the Fund’s assets are valued.
Upon entering into a futures contract, the Fund is required to deposit either cash or securities (initial margin) in an amount equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses.
Futures contracts are reported on a schedule following the Statement of Investments. Securities held in collateralized accounts to cover initial margin requirements on open futures contracts are noted in the Statement of Investments. Cash held by the broker to cover initial margin requirements on open futures contracts and the receivable and/or payable for the daily mark to market for the variation margin are noted in the Statement of Assets and Liabilities. The net change in unrealized appreciation and depreciation is reported in the Statement of Operations. Realized gains (losses) are reported in the Statement of Operations at the closing or expiration of futures contracts.
The Fund has purchased futures contracts on various bonds and notes to increase exposure to interest rate risk.
The Fund has sold futures contracts on various bonds and notes to decrease exposure to interest rate risk.
Additional associated risks of entering into futures contracts (and related options) include the possibility that there may be an illiquid market where the Fund is unable to liquidate the contract or enter into an offsetting position and, if used for hedging purposes, the risk that the price of the contract will correlate imperfectly with the prices of the Fund’s securities.
Swap Contracts
The Fund may enter into swap contract agreements with a counterparty to exchange a series of cash flows based on either specified reference rates, or the occurrence of a credit event, over a specified period. Such contracts may include interest rate, equity, debt, index, total return, credit and currency swaps.
F19 | OPPENHEIMER SMA CORE BOND FUND
NOTES TO FINANCIAL STATEMENTS Unaudited / Continued
5. Risk Exposures and the Use of Derivative Instruments Continued
Swaps are marked to market daily using primarily quotations from pricing services, counterparties and brokers. Swap contracts are reported on a schedule following the Statement of Investments. The value of the contracts is separately disclosed on the Statement of Assets and Liabilities. The unrealized appreciation (depreciation) related to the change in the valuation of the notional amount of the swap is combined with the accrued interest due to (owed by) the Fund at termination or settlement. The net change in this amount during the period is included on the Statement of Operations. The Fund also records any periodic payments received from (paid to) the counterparty, including at termination, under such contracts as realized gain (loss) on the Statement of Operations.
Swap contract agreements are exposed to the market risk factor of the specific underlying reference asset. Swap contracts are typically more attractively priced compared to similar investments in related cash securities because they isolate the risk to one market risk factor and eliminate the other market risk factors. Investments in cash securities (for instance bonds) have exposure to multiple risk factors (credit and interest rate risk). Because swaps require little or no initial cash investment, they can expose the Fund to substantial risk in the isolated market risk factor.
Additional associated risks to the Fund include counterparty credit risk and liquidity risk. Counterparty credit risk arises from the possibility that the counterparty will default. If the counterparty defaults, the Fund’s loss will consist of the net amount of contractual payments that the Fund has not yet received. If there is an illiquid market for the agreement, the Fund may be unable to close the contract prior to contract termination.
Credit Default Swap Contracts. A credit default swap is a bilateral contract that enables an investor to buy or sell protection on a debt security against a defined-issuer credit event, such as the issuer’s failure to make timely payments of interest or principal on the debt security, bankruptcy or restructuring. The Fund may enter into credit default swaps either by buying or selling protection on a single security, or a basket of securities (the “reference asset”).
The buyer of protection pays a periodic fee to the seller of protection based on the notional amount of debt securities underlying the swap contract. The seller of protection agrees to compensate the buyer of protection for future potential losses as a result of a credit event on the reference asset. The contract effectively transfers the credit event risk of the reference asset from the buyer of protection to the seller of protection.
The ongoing value of the contract will fluctuate throughout the term of the contract based primarily on the credit risk of the reference asset. If the credit quality of the reference asset improves relative to the credit quality at contract initiation, the buyer of protection may have an unrealized loss greater than the anticipated periodic fee owed. This unrealized loss would be the result of current credit protection being cheaper than the cost of credit protection at contract initiation. If the buyer elects to terminate the contract prior to its maturity, and there has been no credit event, this
F20 | OPPENHEIMER SMA CORE BOND FUND
unrealized loss will become realized. If the contract is held to maturity, and there has been no credit event, the realized loss will be equal to the periodic fee paid over the life of the contract.
If there is a credit event, the buyer of protection can exercise its rights under the contract and receive a payment from the seller of protection equal to the notional amount of the reference asset less the market value of the reference asset. Upon exercise of the contract the difference between the value of the underlying reference asset and the notional amount is recorded as realized gain (loss) and is included on the Statement of Operations.
The Fund has purchased credit protection through credit default swaps to decrease exposure to the credit risk of individual securities and, or, indexes.
The Fund has sold credit protection through credit default swaps to increase exposure to the credit risk of individual securities and, or, indexes that are either unavailable or considered to be less attractive in the bond market.
The Fund has also engaged in pairs trades by purchasing protection through a credit default swap referenced to the debt of an issuer, and simultaneously selling protection through a credit default swap referenced to the debt of a different issuer. The intent of a pairs trade is to realize gains from the pricing differences of the two issuers who are expected to have similar market risks. Pairs trades attempt to gain exposure to credit risk while hedging or offsetting the effects of overall market movements.
The Fund has engaged in spread curve trades by simultaneously purchasing and selling protection through credit default swaps referenced to the same issuer but with different maturities. Spread curve trades attempt to gain exposure to credit risk on a forward basis by realizing gains on the expected differences in spreads.
Additional associated risks to the Fund include counterparty credit risk and liquidity risk.
Interest Rate Swap Contracts. An interest rate swap is an agreement between counterparties to exchange periodic payments based on interest rates. One cash flow stream will typically be a floating rate payment based upon a specified interest rate while the other is typically a fixed interest rate.
The Fund has entered into interest rate swaps in which it pays a floating interest rate and receives a fixed interest rate in order to increase exposure to interest rate risk. Typically, if relative interest rates rise, payments made by the Fund under a swap agreement will be greater than the payments received by the Fund.
The Fund has entered into interest rate swaps in which it pays a fixed interest rate and receives a floating interest rate in order to decrease exposure to interest rate risk. Typically, if relative interest rates rise, payments received by the Fund under the swap agreement will be greater than the payments made by the Fund.
Additional associated risks to the Fund include counterparty credit risk and liquidity risk.
F21 | OPPENHEIMER SMA CORE BOND FUND
NOTES TO FINANCIAL STATEMENTS Unaudited / Continued
5. Risk Exposures and the Use of Derivative Instruments Continued
Total Return Swap Contracts. A total return swap is an agreement between counterparties to exchange periodic payments based on asset or non-asset references. One cash flow is typically based on a non-asset reference (such as an interest rate or index) and the other on the total return of a reference asset (such as a security or a basket of securities). The total return of the reference asset typically includes appreciation or depreciation on the reference asset, plus any interest or dividend payments.
Total return swap contracts are exposed to the market risk factor of the specific underlying financial instrument or index. Total return swaps are less standard in structure than other types of swaps and can isolate and, or, include multiple types of market risk factors including equity risk, credit risk, and interest rate risk.
The Fund has entered into total return swaps to increase exposure to the credit risk of various indexes or basket of securities. These credit risk related total return swaps require the fund to pay, or receive payments, to, or from, the counterparty based on the movement of credit spreads of the related indexes.
The Fund has entered into total return swaps to decrease exposure to the credit risk of various indexes or basket of securities. These credit risk related total return swaps require the fund to pay, or receive payments, to, or from, the counterparty based on the movement of credit spreads of the related indexes.
Additional associated risks to the Fund include counterparty credit risk and liquidity risk.
As of June 30, 2009, the Fund had no such total return swap agreements outstanding
6. Subsequent Events Evaluation
The Fund has evaluated the need for disclosures and/or adjustments resulting from subsequent events through August 13, 2009, the date the financial statements were available to be issued. This evaluation determined that there were no subsequent events that necessitated disclosures and/or adjustments.
7. Pending Litigation
During 2009, a number of complaints have been filed in federal courts against the Manager, the Distributor, and certain mutual funds (“Defendant Funds”) advised by the Manager and distributed by the Distributor—excluding the Fund. The complaints naming the Defendant Funds also name certain officers, trustees and former trustees of the respective Defendant Funds. The plaintiffs seek class action status on behalf of purchasers of shares of the respective Defendant Fund during a particular time period. The complaints against the Defendant Funds raise claims under federal securities laws alleging that, among other things, the disclosure documents of the respective Defendant Fund contained misrepresentations and omissions, that such Defendant Fund’s investment policies were not followed, and that such Defendant Fund and the other defendants violated federal securities laws and regulations. The plaintiffs seek unspecified damages, equitable relief and an award of attorneys’ fees and litigation expenses.
F22 | OPPENHEIMER SMA CORE BOND FUND
A complaint has been brought in state court against the Manager, the Distributor and another subsidiary of the Manager (but not against the Fund), on behalf of the Oregon College Savings Plan Trust. The complaint alleges breach of contract, breach of fiduciary duty, negligence and violation of state securities laws, and seeks compensatory damages, equitable relief and an award of attorneys’ fees and litigation expenses.
Other complaints have been filed in 2008 and 2009 in state and federal courts, by investors who made investments through an affiliate of the Manager, against the Manager and certain of its affiliates. Those complaints relate to the alleged investment fraud perpetrated by Bernard Madoff and his firm (“Madoff”) and allege a variety of claims, including breach of fiduciary duty, fraud, negligent misrepresentation, unjust enrichment, and violation of federal and state securities laws and regulations, among others. They seek unspecified damages, equitable relief and an award of attorneys’ fees and litigation expenses. None of the suits have named the Distributor, any of the Oppenheimer mutual funds or any of their independent Trustees or Directors. None of the Oppenheimer funds invested in any funds or accounts managed by Madoff.
The Manager believes that the lawsuits described above are without legal merit and intends to defend them vigorously. The Defendant Funds’ Boards of Trustees have also engaged counsel to defend the suits vigorously on behalf of those Funds, their boards and the Trustees named in those suits. While it is premature to render any opinion as to the likelihood of an outcome in these lawsuits, or whether any costs that the Defendant Funds may bear in defending the suits might not be reimbursed by insurance, the Manager believes that these suits should not impair the ability of the Manager or the Distributor to perform their respective duties to the Fund, and that the outcome of all of the suits together should not have any material effect on the operations of any of the Oppenheimer Funds.
F23 | OPPENHEIMER SMA CORE BOND FUND
THIS PAGE INTENTIONALLY LEFT BLANK.
F24 | OPPENHEIMER SMA CORE BOND FUND
PORTFOLIO PROXY VOTING POLICIES AND PROCEDURES; UPDATES TO STATEMENTS OF INVESTMENTS Unaudited
The Fund has adopted Portfolio Proxy Voting Policies and Procedures under which the Fund votes proxies relating to securities (“portfolio proxies”) held by the Fund. A description of the Fund’s Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.525.7048, (ii) on the Fund’s website at www.oppenheimerfunds.com, and (iii) on the SEC’s website at www.sec.gov. In addition, the Fund is required to file Form N-PX, with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Fund’s voting record is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.525.7048, and (ii) in the
Form N-PX filing on the SEC’s website at www.sec.gov.
Form N-PX filing on the SEC’s website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the SEC for the first quarter and the third quarter of each fiscal year on Form N-Q. The Fund’s Form N-Q filings are available on the SEC’s website at http://www.sec.gov. Those forms may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
Householding—Delivery of Shareholder Documents
This is to inform you about OppenheimerFunds’ “householding” policy. If more than one member of your household maintains an account in a particular fund, OppenheimerFunds will mail only one copy of the fund’s prospectus, annual and semiannual report and privacy policy. The consolidation of these mailings, called householding, benefits your fund through reduced mailing expense, and benefits you by reducing the volume of mail you receive from OppenheimerFunds. Householding does not affect the delivery of your account statements.
Please note that we will continue to household these mailings for as long as you remain an OppenheimerFunds shareholder, unless you request otherwise. If you prefer to receive multiple copies of these materials, please call us at 1.800.CALL-OPP
(225-5677). You may also notify us in writing or via email. We will begin sending you individual copies of the prospectus, reports and privacy policy within 30 days of receiving your request to stop householding.
(225-5677). You may also notify us in writing or via email. We will begin sending you individual copies of the prospectus, reports and privacy policy within 30 days of receiving your request to stop householding.
9 | OPPENHEIMER SMA CORE BOND FUND
Item 2. Code of Ethics.
Not applicable to semiannual reports.
Item 3. Audit Committee Financial Expert.
Not applicable to semiannual reports.
Item 4. Principal Accountant Fees and Services.
Not applicable to semiannual reports.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Schedule of Investments.
a) Not applicable.
b) Not applicable.
b) Not applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
The Fund’s Governance Committee Provisions with Respect to Nominations of Directors/Trustees to the Respective Boards
1. | The Fund’s Governance Committee (the “Committee”) will evaluate potential Board candidates to assess their qualifications. The Committee shall have the authority, upon approval of the Board, to retain an executive search firm to assist in this effort. The Committee may consider recommendations by business and personal contacts of current Board members and by executive search firms which the Committee may engage from time to time and may also consider shareholder recommendations. The Committee may consider the advice and recommendation of the Funds’ investment manager and its affiliates in making the selection. | |
2. | The Committee shall screen candidates for Board membership. The Committee has not established specific qualifications that it believes must be met by a trustee nominee. In evaluating trustee nominees, the Committee considers, among other things, an individual’s background, skills, and experience; whether the individual is an “interested person” as defined in the Investment Company Act of 1940; and |
whether the individual would be deemed an “audit committee financial expert” within the meaning of applicable SEC rules. The Committee also considers whether the individual’s background, skills, and experience will complement the background, skills, and experience of other nominees and will contribute to the Board. There are no differences in the manner in which the Committee evaluates nominees for trustees based on whether the nominee is recommended by a shareholder. | ||
3. | The Committee may consider nominations from shareholders for the Board at such times as the Committee meets to consider new nominees for the Board. The Committee shall have the sole discretion to determine the candidates to present to the Board and, in such cases where required, to shareholders. Recommendations for trustee nominees should, at a minimum, be accompanied by the following: |
• | the name, address, and business, educational, and/or other pertinent background of the person being recommended; | ||
• | a statement concerning whether the person is an “interested person” as defined in the Investment Company Act of 1940; | ||
• | any other information that the Funds would be required to include in a proxy statement concerning the person if he or she was nominated; and | ||
• | the name and address of the person submitting the recommendation and, if that person is a shareholder, the period for which that person held Fund shares. |
The recommendation also can include any additional information which the person submitting it believes would assist the Committee in evaluating the recommendation.
4. | Shareholders should note that a person who owns securities issued by Massachusetts Mutual Life Insurance Company (the parent company of the Funds’ investment adviser) would be deemed an “interested person” under the Investment Company Act of 1940. In addition, certain other relationships with Massachusetts Mutual Life Insurance Company or its subsidiaries, with registered broker-dealers, or with the Funds’ outside legal counsel may cause a person to be deemed an “interested person.” | |
5. | Before the Committee decides to nominate an individual as a trustee, Committee members and other directors customarily interview the individual in person. In addition, the individual customarily is asked to complete a detailed questionnaire which is designed to elicit information which must be disclosed under SEC and stock exchange rules and to determine whether the individual is subject to any statutory disqualification from serving as a trustee of a registered investment company. |
Item 11. Controls and Procedures.
Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c)) as of 06/30/2009, the registrant’s principal executive officer and principal financial officer found the registrant’s disclosure controls and procedures to provide reasonable assurances that information required to be disclosed by the registrant in the reports that it files under the Securities Exchange Act of 1934 (a) is accumulated and communicated to registrant’s management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure, and (b) is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the U.S. Securities and Exchange Commission.
There have been no changes in the registrant’s internal controls over financial reporting that occurred during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Exhibits.
(a) | (1) Not applicable to semiannual reports. | |
(2) Exhibits attached hereto. | ||
(3) Not applicable. | ||
(b) | Exhibit attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Oppenheimer SMA Core Bond Fund | ||||
By: | /s/ John V. Murphy | |||
Principal Executive Officer | ||||
Date: | 08/11/2009 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ John V. Murphy | |||
Principal Executive Officer | ||||
Date: | 08/11/2009 | |||
By: | /s/ Brian W. Wixted | |||
Brian W. Wixted Principal Financial Officer | ||||
Date: | 08/11/2009 |