SECURITIES AND EXCHANGE COMMISSION
INVESTMENT COMPANIES
(Address of principal executive offices) (Zip code)
OppenheimerFunds, Inc.
Two World Financial Center, New York, New York 10281-1008
(Name and address of agent for service)
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Top Ten Common Stock Holdings | ||||
Griffon Corp. | 4.5 | % | ||
Cablevision Systems Corp. New York Group, Cl. A | 3.9 | |||
Forest City Enterprises, Inc., Cl. A | 3.4 | |||
Telephone & Data Systems, Inc. | 3.4 | |||
National Fuel Gas Co. | 2.8 | |||
Federal-Mogul Corp. | 2.7 | |||
CONSOL Energy, Inc. | 2.7 | |||
Citigroup, Inc. | 2.6 | |||
Google, Inc., Cl. A | 2.5 | |||
Bank of America Corp. | 2.4 |
Geographical Holdings | ||||
United States | 65.1 | % | ||
Germany | 12.1 | |||
Japan | 9.0 | |||
United Kingdom | 7.0 | |||
China | 1.6 | |||
Canada | 1.3 | |||
Portugal | 1.3 | |||
Sweden | 1.3 | |||
Switzerland | 1.3 |
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13 | OPPENHEIMER GLOBAL VALUE FUND
Class A shares of the Fund incepted on 10/1/07. Unless otherwise noted, Class A returns include the current maximum initial sales charge of 5.75%.
14 | OPPENHEIMER GLOBAL VALUE FUND
15 | OPPENHEIMER GLOBAL VALUE FUND
Beginning | Ending | Expenses | ||||||||||
Account | Account | Paid During | ||||||||||
Value | Value | 6 Months Ended | ||||||||||
November 1, 2011 | April 30, 2012 | April 30, 2012 | ||||||||||
Actual | ||||||||||||
Class A | $ | 1,000.00 | $ | 1,071.90 | $ | 6.72 | ||||||
Class C | 1,000.00 | 1,067.80 | 11.11 | |||||||||
Class N | 1,000.00 | 1,070.60 | 8.32 | |||||||||
Class Y | 1,000.00 | 1,073.60 | 5.48 | |||||||||
Hypothetical (5% return before expenses) | ||||||||||||
Class A | 1,000.00 | 1,018.40 | 6.54 | |||||||||
Class C | 1,000.00 | 1,014.17 | 10.82 | |||||||||
Class N | 1,000.00 | 1,016.86 | 8.11 | |||||||||
Class Y | 1,000.00 | 1,019.59 | 5.34 |
Class | Expense Ratios | |||
Class A | 1.30 | % | ||
Class C | 2.15 | |||
Class N | 1.61 | |||
Class Y | 1.06 |
16 | OPPENHEIMER GLOBAL VALUE FUND
Shares | Value | |||||||
Common Stocks—96.2% | ||||||||
Consumer Discretionary—24.4% | ||||||||
Auto Components—6.6% | ||||||||
BorgWarner, Inc.1 | 7,640 | $ | 603,866 | |||||
ElringKlinger AG | 22,982 | 665,464 | ||||||
Federal-Mogul Corp.1 | 165,382 | 2,138,389 | ||||||
SAF-Holland SA1 | 84,037 | 706,371 | ||||||
Tenneco, Inc.1 | 34,527 | 1,064,467 | ||||||
5,178,557 | ||||||||
Hotels, Restaurants & Leisure—3.5% | ||||||||
Ctrip.com International Ltd., ADR1 | 57,720 | 1,250,792 | ||||||
International Speedway Corp., Cl. A | 57,076 | 1,523,358 | ||||||
2,774,150 | ||||||||
Internet & Catalog Retail—3.4% | ||||||||
Rakuten, Inc. | 971 | 1,082,402 | ||||||
Takkt AG | 60,558 | 889,781 | ||||||
zooplus AG1 | 14,811 | 740,099 | ||||||
2,712,282 | ||||||||
Leisure Equipment & Products—0.8% | ||||||||
Tamron Co. Ltd. | 20,500 | 615,459 | ||||||
Media—9.5% | ||||||||
AMC Networks, Inc., Cl. A1 | 13,720 | 583,100 | ||||||
Cablevision Systems Corp. New York Group, Cl. A | 210,295 | 3,116,572 | ||||||
Fisher Communications, Inc.1 | 30,519 | 1,000,718 | ||||||
Madison Square Garden, Inc. (The), Cl. A1 | 48,690 | 1,751,379 | ||||||
Zon Multimedia Servicos de Telecomunicacoes e Multimedia SGPS SA | 316,881 | 1,069,609 | ||||||
7,521,378 | ||||||||
Specialty Retail—0.6% | ||||||||
SuperGroup plc1 | 90,510 | 510,880 | ||||||
Consumer Staples—4.8% | ||||||||
Beverages—1.9% | ||||||||
Diageo plc | 60,525 | 1,523,488 | ||||||
Food Products—2.2% | ||||||||
KWS Saat AG | 6,527 | 1,740,913 | ||||||
Personal Products—0.7% | ||||||||
Dr. Ci:Labo Co. Ltd. | 115 | 534,381 | ||||||
Energy—2.7% | ||||||||
Oil, Gas & Consumable Fuels—2.7% | ||||||||
CONSOL Energy, Inc. | 63,970 | 2,126,363 | ||||||
Financials—16.2% | ||||||||
Capital Markets—3.3% | ||||||||
Legg Mason, Inc. | 36,370 | 948,166 | ||||||
WisdomTree Investments, Inc.1 | 189,840 | 1,623,132 | ||||||
2,571,298 | ||||||||
Diversified Financial Services—5.6% | ||||||||
Bank of America Corp. | 236,693 | 1,919,580 | ||||||
Citigroup, Inc. | 62,630 | 2,069,295 | ||||||
Kinnevik Investment AB, Cl. B | 21,807 | 443,518 | ||||||
4,432,393 | ||||||||
Insurance—3.9% | ||||||||
Assured Guaranty Ltd. | 115,593 | 1,639,109 | ||||||
MBIA, Inc.1 | 145,540 | 1,467,043 | ||||||
3,106,152 | ||||||||
Real Estate Management & Development—3.4% | ||||||||
Forest City Enterprises, Inc., Cl. A1 | 167,821 | 2,676,745 | ||||||
Health Care—2.3% | ||||||||
Biotechnology—0.8% | ||||||||
Medivir AB, Cl. B1 | 63,696 | 615,988 | ||||||
Pharmaceuticals—1.5% | ||||||||
Allergan, Inc. | 5,253 | 504,288 | ||||||
Santen Pharmaceutical Co. Ltd. | 17,300 | 720,229 | ||||||
1,224,517 | ||||||||
Industrials—11.4% | ||||||||
Aerospace & Defense—2.9% | ||||||||
Curtiss-Wright Corp. | 19,940 | 703,683 | ||||||
GeoEye, Inc.1 | 70,650 | 1,619,298 | ||||||
2,322,981 |
17 | OPPENHEIMER GLOBAL VALUE FUND
Shares | Value | |||||||
Building Products—4.5% | ||||||||
Griffon Corp. | 356,796 | $ | 3,535,848 | |||||
Industrial Conglomerates—0.5% | ||||||||
Smiths Group plc | 22,580 | 392,103 | ||||||
Machinery—3.5% | ||||||||
CIRCOR International, Inc. | 48,180 | 1,499,362 | ||||||
NORMA Group1 | 25,616 | 689,346 | ||||||
Pfeiffer Vacuum Technology AG | 4,979 | 604,234 | ||||||
2,792,942 | ||||||||
Information Technology—25.6% | ||||||||
Communications Equipment—0.9% | ||||||||
ShoreTel, Inc.1 | 150,770 | 722,188 | ||||||
Electronic Equipment & Instruments—7.7% | ||||||||
Canon, Inc. | 16,085 | 728,304 | ||||||
E2V Technologies plc | 301,600 | 714,622 | ||||||
Hirose Electric Co. | 7,950 | 830,420 | ||||||
Hoya Corp. | 27,300 | 629,158 | ||||||
RealD, Inc.1 | 49,120 | 593,370 | ||||||
TE Connectivity Ltd. | 25,800 | 940,668 | ||||||
Universal Display Corp.1 | 36,260 | 1,630,612 | ||||||
6,067,154 | ||||||||
Internet Software & Services—8.9% | ||||||||
Blinkx plc1 | 2,110,390 | 1,840,914 | ||||||
eBay, Inc.1 | 41,138 | 1,688,715 | ||||||
Globo plc1 | 1,371,200 | 584,147 | ||||||
Google, Inc., Cl. A1 | 3,240 | 1,960,945 | ||||||
So-net Entertainment Corp. | 231 | 967,804 | ||||||
7,042,525 | ||||||||
IT Services—2.4% | ||||||||
NeuStar, Inc., Cl. A1 | 21,090 | 766,622 | ||||||
Wirecard AG | 59,541 | 1,103,399 | ||||||
1,870,021 | ||||||||
Software—5.7% | ||||||||
Guidance Software, Inc.1 | 48,460 | 459,885 | ||||||
Rovi Corp.1 | 56,560 | 1,617,616 | ||||||
Temenos Group AG1 | 54,680 | 1,024,139 | ||||||
TiVo, Inc.1 | 130,149 | 1,404,308 | ||||||
4,505,948 | ||||||||
Telecommunication Services—6.0% | ||||||||
Wireless Telecommunication Services—6.0% | ||||||||
Rogers Communications, Inc., Cl. B | 28,692 | 1,070,885 | ||||||
Softbank Corp. | 34,700 | 1,035,165 | ||||||
Telephone & Data Systems, Inc. | 109,092 | 2,649,845 | ||||||
4,755,895 | ||||||||
Utilities—2.8% | ||||||||
Gas Utilities—2.8% | ||||||||
National Fuel Gas Co. | 46,340 | 2,192,809 | ||||||
Total Common Stocks (Cost $73,879,806) | 76,065,358 | |||||||
Preferred Stocks—3.2% | ||||||||
Fuchs Petrolub AG | 13,200 | 786,279 | ||||||
Klein, Schanjlin & Becker AG, Preference | 2,928 | 1,704,958 | ||||||
Total Preferred Stocks (Cost $2,273,277) | 2,491,237 | |||||||
Investment Company—1.5% | ||||||||
Oppenheimer Institutional Money Market Fund, Cl. E, 0.23%2,3 (Cost $1,163,622) | 1,163,622 | 1,163,622 | ||||||
Total Investments, at Value (Cost $77,316,705) | 100.9 | % | 79,720,217 | |||||
Liabilities in Excess of Other Assets | (0.9 | ) | (683,750 | ) | ||||
Net Assets | 100.0 | % | $ | 79,036,467 | ||||
18 | OPPENHEIMER GLOBAL VALUE FUND
1. | Non-income producing security. | |
2. | Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended April 30, 2012, 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 | |||||||||||||
April 29, 2011a | Additions | Reductions | April 30, 2012 | |||||||||||||
Oppenheimer Institutional Money Market Fund, Cl. E | 1,590,408 | 35,826,261 | 36,253,047 | 1,163,622 |
Value | Income | |||||||
Oppenheimer Institutional Money Market Fund, Cl. E | $ | 1,163,622 | $ | 2,149 |
Geographic Holdings | Value | Percent | ||||||
United States | $ | 51,904,966 | 65.1 | % | ||||
Germany | 9,630,844 | 12.1 | ||||||
Japan | 7,143,322 | 9.0 | ||||||
United Kingdom | 5,566,154 | 7.0 | ||||||
China | 1,250,792 | 1.6 | ||||||
Canada | 1,070,885 | 1.3 | ||||||
Portugal | 1,069,609 | 1.3 | ||||||
Sweden | 1,059,506 | 1.3 | ||||||
Switzerland | 1,024,139 | 1.3 | ||||||
Total | $ | 79,720,217 | 100.0 | % | ||||
Contract | ||||||||||||||||||||||||
Counterparty/ | Amount | Expiration | Unrealized | Unrealized | ||||||||||||||||||||
Contract Description | Buy/Sell | (000’s) | Date | Value | Appreciation | Depreciation | ||||||||||||||||||
Bank of New York (The): | ||||||||||||||||||||||||
British Pound Sterling (GBP) | Buy | 15 | GBP | 5/3/12 | $ | 23,988 | $ | 6 | $ | — | ||||||||||||||
British Pound Sterling (GBP) | Buy | 21 | GBP | 5/3/12 | 33,849 | 9 | — | |||||||||||||||||
15 | — | |||||||||||||||||||||||
Deutsche Bank Securities, Inc.: | ||||||||||||||||||||||||
Euro (EUR) | Buy | 41 | EUR | 5/2/12 | 54,778 | — | 78 | |||||||||||||||||
Japanese Yen (JPY) | Buy | 12,667 | JPY | 5/7/12 | 158,660 | 1,196 | — | |||||||||||||||||
1,196 | 78 | |||||||||||||||||||||||
JP Morgan Chase | ||||||||||||||||||||||||
Euro (EUR) | Sell | 84 | EUR | 5/2/12 | 111,464 | — | — | |||||||||||||||||
Nomura Securities: | ||||||||||||||||||||||||
Euro (EUR) | Buy | 20 | EUR | 5/3/12 | 26,204 | 19 | — | |||||||||||||||||
Euro (EUR) | Buy | 88 | EUR | 5/3/12 | 116,517 | 84 | — | |||||||||||||||||
Euro (EUR) | Sell | 127 | EUR | 5/4/12 | 168,325 | — | 110 | |||||||||||||||||
103 | 110 | |||||||||||||||||||||||
UBS Investment Bank: | ||||||||||||||||||||||||
British Pound Sterling (GBP) | Buy | 10 | GBP | 5/2/12 | 16,405 | — | 46 | |||||||||||||||||
Swedish Krona (SEK) | Buy | 249 | SEK | 5/3/12 | 37,053 | — | 7 | |||||||||||||||||
— | 53 | |||||||||||||||||||||||
Total unrealized appreciation and depreciation | $ | 1,314 | $ | 241 | ||||||||||||||||||||
19 | OPPENHEIMER GLOBAL VALUE FUND
Assets | ||||
Investments, at value—see accompanying statement of investments: | ||||
Unaffiliated companies (cost $76,153,083) | $ | 78,556,595 | ||
Affiliated companies (cost $1,163,622) | 1,163,622 | |||
79,720,217 | ||||
Cash | 155 | |||
Unrealized appreciation on foreign currency exchange contracts | 1,314 | |||
Receivables and other assets: | ||||
Investments sold | 1,109,682 | |||
Shares of beneficial interest sold | 815,745 | |||
Dividends | 33,879 | |||
Other | 3,958 | |||
Total assets | 81,684,950 | |||
Liabilities | ||||
Unrealized depreciation on foreign currency exchange contracts | 241 | |||
Payables and other liabilities: | ||||
Investments purchased | 2,465,968 | |||
Shares of beneficial interest redeemed | 118,900 | |||
Distribution and service plan fees | 14,136 | |||
Transfer and shareholder servicing agent fees | 8,819 | |||
Shareholder communications | 7,433 | |||
Trustees’ compensation | 190 | |||
Other | 32,796 | |||
Total liabilities | 2,648,483 | |||
Net Assets | $ | 79,036,467 | ||
Composition of Net Assets | ||||
Par value of shares of beneficial interest | $ | 2,711 | ||
Additional paid-in capital | 80,362,594 | |||
Accumulated net investment loss | (145,890 | ) | ||
Accumulated net realized loss on investments and foreign currency transactions | (3,587,686 | ) | ||
Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies | 2,404,738 | |||
Net Assets | $ | 79,036,467 | ||
20 | OPPENHEIMER GLOBAL VALUE FUND
Net Asset Value Per Share | ||||
Class A Shares: | ||||
Net asset value and redemption price per share (based on net assets of $56,177,575 and 1,923,564 shares of beneficial interest outstanding) | $ | 29.20 | ||
Maximum offering price per share (net asset value plus sales charge of 5.75% of offering price) | $ | 30.98 | ||
Class C Shares: | ||||
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $9,115,909 and 317,972 shares of beneficial interest outstanding) | $ | 28.67 | ||
Class N Shares: | ||||
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $1,278,538 and 44,124 shares of beneficial interest outstanding) | $ | 28.98 | ||
Class Y Shares: | ||||
Net asset value, redemption price and offering price per share (based on net assets of $12,464,445 and 425,175 shares of beneficial interest outstanding) | $ | 29.32 |
21 | OPPENHEIMER GLOBAL VALUE FUND
Investment Income | ||||
Dividends: | ||||
Unaffiliated companies (net of foreign withholding taxes of $29,219) | $ | 463,718 | ||
Affiliated companies | 2,149 | |||
Interest | 64 | |||
Total investment income | 465,931 | |||
Expenses | ||||
Management fees | 373,834 | |||
Distribution and service plan fees: | ||||
Class A | 75,554 | |||
Class C | 56,139 | |||
Class N | 3,529 | |||
Transfer and shareholder servicing agent fees: | ||||
Class A | 65,609 | |||
Class C | 15,171 | |||
Class N | 2,146 | |||
Class Y | 14,397 | |||
Shareholder communications: | ||||
Class A | 29,736 | |||
Class C | 6,364 | |||
Class N | 323 | |||
Class Y | 4,962 | |||
Legal, auditing and other professional fees | 26,928 | |||
Administration service fees | 1,500 | |||
Trustees’ compensation | 483 | |||
Custodian fees and expenses | 36 | |||
Other | 12,865 | |||
Total expenses | 689,576 | |||
Less waivers and reimbursements of expenses | (36,324 | ) | ||
Net expenses | 653,252 | |||
Net Investment Loss | (187,321 | ) |
22 | OPPENHEIMER GLOBAL VALUE FUND
Realized and Unrealized Gain (Loss) | ||||
Net realized gain (loss) on: | ||||
Investments from unaffiliated companies | $ | (3,307,738 | ) | |
Foreign currency transactions | 262,864 | |||
Net realized loss | (3,044,874 | ) | ||
Net change in unrealized appreciation/depreciation on: | ||||
Investments | 15,329 | |||
Translation of assets and liabilities denominated in foreign currencies | (439,922 | ) | ||
Net change in unrealized appreciation/depreciation | (424,593 | ) | ||
Net Decrease in Net Assets Resulting from Operations | $ | (3,656,788 | ) | |
23 | OPPENHEIMER GLOBAL VALUE FUND
Year Ended | Year Ended | |||||||
April 30, 2012 | April 29, 20111 | |||||||
Operations | ||||||||
Net investment loss | $ | (187,321 | ) | $ | (63,740 | ) | ||
Net realized gain (loss) | (3,044,874 | ) | 518,588 | |||||
Net change in unrealized appreciation/depreciation | (424,593 | ) | 2,182,909 | |||||
Net increase (decrease) in net assets resulting from operations | (3,656,788 | ) | 2,637,757 | |||||
Dividends and/or Distributions to Shareholders | ||||||||
Distributions from net realized gain: | ||||||||
Class A | (134,605 | ) | — | |||||
Class C | (25,986 | ) | — | |||||
Class N | (3,707 | ) | — | |||||
Class Y | (33,822 | ) | — | |||||
(198,120 | ) | — | ||||||
Beneficial Interest Transactions | ||||||||
Net increase (decrease) in net assets resulting from beneficial interest transactions: | ||||||||
Class A | 26,543,452 | 28,504,606 | ||||||
Class B2 | — | (44,999 | ) | |||||
Class C | 5,530,559 | 3,578,746 | ||||||
Class N | 697,089 | 532,834 | ||||||
Class Y | 8,494,323 | 3,984,766 | ||||||
41,265,423 | 36,555,953 | |||||||
Net Assets | ||||||||
Total increase | 37,410,515 | 39,193,710 | ||||||
Beginning of period | 41,625,952 | 2,432,242 | ||||||
End of period (including accumulated net investment income (loss) of $(145,890) and $65,989, respectively) | $ | 79,036,467 | $ | 41,625,952 | ||||
1. | April 29, 2011 represents the last business day of the Fund’s 2011 fiscal year. See Note 1 of the accompanying Notes. | |
2. | See Note 1 of the accompanying Notes. |
24 | OPPENHEIMER GLOBAL VALUE FUND
Year Ended | Year Ended | |||||||||||||||||||
April 30, | April 29, | Year Ended April 30, | ||||||||||||||||||
Class A | 2012 | 20111 | 2010 | 2009 | 20082 | |||||||||||||||
Per Share Operating Data | ||||||||||||||||||||
Net asset value, beginning of period | $ | 31.60 | $ | 26.18 | $ | 15.03 | $ | 23.93 | $ | 30.00 | ||||||||||
Income (loss) from investment operations: | ||||||||||||||||||||
Net investment income (loss)3 | (.09 | ) | (.16 | ) | (.01 | ) | .21 | .14 | ||||||||||||
Net realized and unrealized gain (loss) | (2.18 | ) | 5.58 | 11.33 | (8.69 | ) | (5.93 | ) | ||||||||||||
Total from investment operations | (2.27 | ) | 5.42 | 11.32 | (8.48 | ) | (5.79 | ) | ||||||||||||
Divdends and/or distributions to shareholders: | ||||||||||||||||||||
Dividends from net investment income | — | — | (.17 | ) | (.34 | ) | (.28 | ) | ||||||||||||
Distribution from net realized gain | (.13 | ) | — | — | — | — | ||||||||||||||
Tax return of capital distribution | — | — | — | (.08 | ) | — | ||||||||||||||
Total dividends and/or distributions to shareholders | (.13 | ) | — | (.17 | ) | (.42 | ) | (.28 | ) | |||||||||||
Net asset value, end of period | $ | 29.20 | $ | 31.60 | $ | 26.18 | $ | 15.03 | $ | 23.93 | ||||||||||
Total Return, at Net Asset Value4 | (7.16 | )% | 20.70 | % | 75.50 | % | (35.21 | )% | (19.33 | )% | ||||||||||
Ratios/Supplemental Data | ||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 56,178 | $ | 32,944 | $ | 2,255 | $ | 1,279 | $ | 1,891 | ||||||||||
Average net assets (in thousands) | $ | 33,226 | $ | 8,939 | $ | 1,801 | $ | 1,391 | $ | 1,730 | ||||||||||
Ratios to average net assets:5 | ||||||||||||||||||||
Net investment income (loss) | (0.33 | )% | (0.57 | )% | (0.04 | )% | 1.23 | % | 0.93 | % | ||||||||||
Total expenses6 | 1.41 | % | 1.73 | % | 3.95 | % | 6.11 | % | 3.64 | % | ||||||||||
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | 1.34 | % | 1.40 | % | 1.40 | % | 1.40 | % | 1.39 | % | ||||||||||
Portfolio turnover rate | 62 | % | 37 | % | 85 | % | 114 | % | 74 | % |
1. | April 29, 2011 represents the last business day of the Fund’s 2011 fiscal year. See Note 1 of the accompanying Notes. | |
2. | For the period from October 1, 2007 (commencement of operations) to April 30, 2008. | |
3. | Per share amounts calculated based on the average shares outstanding during the period. | |
4. | Assumes an initial 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. | |
5. | Annualized for periods less than one full year. | |
6. | Total expenses including indirect expenses from affiliated fund were as follows: |
Year Ended April 30, 2012 | 1.41 | % | ||
Year Ended April 29, 2011 | 1.73 | % | ||
Year Ended April 30, 2010 | 3.95 | % | ||
Year Ended April 30, 2009 | 6.11 | % | ||
Period Ended April 30, 2008 | 3.64 | % |
Year Ended | Year Ended | |||||||||||||||||||
April 30, | April 29, | Year Ended April 30, | ||||||||||||||||||
Class C | 2012 | 20111 | 2010 | 2009 | 20082 | |||||||||||||||
Per Share Operating Data | ||||||||||||||||||||
Net asset value, beginning of period | $ | 31.26 | $ | 26.11 | $ | 15.01 | $ | 23.87 | $ | 30.00 | ||||||||||
Income (loss) from investment operations: | ||||||||||||||||||||
Net investment income (loss)3 | (.33 | ) | (.37 | ) | (.17 | ) | .08 | .01 | ||||||||||||
Net realized and unrealized gain (loss) | (2.13 | ) | 5.52 | 11.32 | (8.64 | ) | (5.91 | ) | ||||||||||||
Total from investment operations | (2.46 | ) | 5.15 | 11.15 | (8.56 | ) | (5.90 | ) | ||||||||||||
Divdends and/or distributions to shareholders: | ||||||||||||||||||||
Dividends from net investment income | — | — | (.05 | ) | (.24 | ) | (.23 | ) | ||||||||||||
Distribution from net realized gain | (.13 | ) | — | — | — | — | ||||||||||||||
Tax return of capital distribution | — | — | — | (.06 | ) | — | ||||||||||||||
Total dividends and/or distributions to shareholders | (.13 | ) | — | (.05 | ) | (.30 | ) | (.23 | ) | |||||||||||
Net asset value, end of period | $ | 28.67 | $ | 31.26 | $ | 26.11 | $ | 15.01 | $ | 23.87 | ||||||||||
Total Return, at Net Asset Value4 | (7.84 | )% | 19.73 | % | 74.33 | % | (35.71 | )% | (19.70 | )% | ||||||||||
Ratios/Supplemental Data | ||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 9,116 | $ | 3,824 | $ | 44 | $ | 26 | $ | 41 | ||||||||||
Average net assets (in thousands) | $ | 5,630 | $ | 745 | $ | 36 | $ | 29 | $ | 43 | ||||||||||
Ratios to average net assets:5 | ||||||||||||||||||||
Net investment income (loss) | (1.19 | )% | (1.26 | )% | (0.79 | )% | 0.50 | % | 0.09 | % | ||||||||||
Total expenses6 | 2.26 | % | 2.63 | % | 9.28 | % | 22.47 | % | 6.92 | % | ||||||||||
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | 2.15 | % | 2.15 | % | 2.15 | % | 2.15 | % | 2.14 | % | ||||||||||
Portfolio turnover rate | 62 | % | 37 | % | 85 | % | 114 | % | 74 | % |
1. | April 29, 2011 represents the last business day of the Fund’s 2011 fiscal year. See Note 1 of the accompanying Notes. | |
2. | For the period from October 1, 2007 (commencement of operations) to April 30, 2008. | |
3. | Per share amounts calculated based on the average shares outstanding during the period. | |
4. | Assumes an initial 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. | |
5. | Annualized for periods less than one full year. | |
6. | Total expenses including indirect expenses from affiliated fund were as follows: |
Year Ended April 30, 2012 | 2.26 | % | ||
Year Ended April 29, 2011 | 2.63 | % | ||
Year Ended April 30, 2010 | 9.28 | % | ||
Year Ended April 30, 2009 | 22.47 | % | ||
Period Ended April 30, 2008 | 6.92 | % |
Year Ended | Year Ended | |||||||||||||||||||
April 30, | April 29, | Year Ended April 30, | ||||||||||||||||||
Class N | 2012 | 20111 | 2010 | 2009 | 20082 | |||||||||||||||
Per Share Operating Data | ||||||||||||||||||||
Net asset value, beginning of period | $ | 31.43 | $ | 26.11 | $ | 15.00 | $ | 23.91 | $ | 30.00 | ||||||||||
Income (loss) from investment operations: | ||||||||||||||||||||
Net investment income (loss)3 | (.17 | ) | (.22 | ) | (.06 | ) | .17 | .09 | ||||||||||||
Net realized and unrealized gain (loss) | (2.15 | ) | 5.54 | 11.30 | (8.68 | ) | (5.91 | ) | ||||||||||||
Total from investment operations | (2.32 | ) | 5.32 | 11.24 | (8.51 | ) | (5.82 | ) | ||||||||||||
Divdends and/or distributions to shareholders: | ||||||||||||||||||||
Dividends from net investment income | — | — | (.13 | ) | (.33 | ) | (.27 | ) | ||||||||||||
Distribution from net realized gain | (.13 | ) | — | — | — | — | ||||||||||||||
Tax return of capital distribution | — | — | — | (.07 | ) | — | ||||||||||||||
Total dividends and/or distributions to shareholders | (.13 | ) | — | (.13 | ) | (.40 | ) | (.27 | ) | |||||||||||
Net asset value, end of period | $ | 28.98 | $ | 31.43 | $ | 26.11 | $ | 15.00 | $ | 23.91 | ||||||||||
Total Return, at Net Asset Value4 | (7.35 | )% | 20.38 | % | 75.09 | % | (35.37 | )% | (19.46 | )% | ||||||||||
Ratios/Supplemental Data | ||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 1,278 | $ | 610 | $ | 44 | $ | 25 | $ | 41 | ||||||||||
Average net assets (in thousands) | $ | 763 | $ | 150 | $ | 36 | $ | 29 | $ | 43 | ||||||||||
Ratios to average net assets:5 | ||||||||||||||||||||
Net investment income (loss) | (0.62 | )% | (0.78 | )% | (0.29 | )% | 1.00 | % | 0.59 | % | ||||||||||
Total expenses6 | 1.67 | % | 3.21 | % | 8.78 | % | 21.94 | % | 6.42 | % | ||||||||||
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | 1.60 | % | 1.65 | % | 1.65 | % | 1.65 | % | 1.64 | % | ||||||||||
Portfolio turnover rate | 62 | % | 37 | % | 85 | % | 114 | % | 74 | % |
1. | April 29, 2011 represents the last business day of the Fund’s 2011 fiscal year. See Note 1 of the accompanying Notes. | |
2. | For the period from October 1, 2007 (commencement of operations) to April 30, 2008. | |
3. | Per share amounts calculated based on the average shares outstanding during the period. | |
4. | Assumes an initial 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. | |
5. | Annualized for periods less than one full year. | |
6. | Total expenses including indirect expenses from affiliated fund were as follows: |
Year Ended April 30, 2012 | 1.67 | % | ||
Year Ended April 29, 2011 | 3.21 | % | ||
Year Ended April 30, 2010 | 8.78 | % | ||
Year Ended April 30, 2009 | 21.94 | % | ||
Period Ended April 30, 2008 | 6.42 | % |
Year Ended | Year Ended | |||||||||||||||||||
April 30, | April 29, | Year Ended April 30, | ||||||||||||||||||
Class Y | 2012 | 20111 | 2010 | 2009 | 20082 | |||||||||||||||
Per Share Operating Data | ||||||||||||||||||||
Net asset value, beginning of period | $ | 31.62 | $ | 26.11 | $ | 14.97 | $ | 23.95 | $ | 30.00 | ||||||||||
Income (loss) from investment operations: | ||||||||||||||||||||
Net investment income (loss)3 | (.03 | ) | (.08 | ) | .06 | .27 | .17 | |||||||||||||
Net realized and unrealized gain (loss) | (2.14 | ) | 5.59 | 11.31 | (8.72 | ) | (5.91 | ) | ||||||||||||
Total from investment operations | (2.17 | ) | 5.51 | 11.37 | (8.45 | ) | (5.74 | ) | ||||||||||||
Divdends and/or distributions to shareholders: | ||||||||||||||||||||
Dividends from net investment income | — | — | (.23 | ) | (.43 | ) | (.31 | ) | ||||||||||||
Distribution from net realized gain | (.13 | ) | — | — | — | — | ||||||||||||||
Tax return of capital distribution | — | — | — | (.10 | ) | — | ||||||||||||||
Total dividends and/or distributions to shareholders | (.13 | ) | — | (.23 | ) | (.53 | ) | (.31 | ) | |||||||||||
Net asset value, end of period | $ | 29.32 | $ | 31.62 | $ | 26.11 | $ | 14.97 | $ | 23.95 | ||||||||||
Total Return, at Net Asset Value4 | (6.83 | )% | 21.11 | % | 76.23 | % | (35.00 | )% | (19.19 | )% | ||||||||||
Ratios/Supplemental Data | ||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 12,464 | $ | 4,248 | $ | 45 | $ | 25 | $ | 41 | ||||||||||
Average net assets (in thousands) | $ | 7,141 | $ | 637 | $ | 36 | $ | 29 | $ | 43 | ||||||||||
Ratios to average net assets:5 | ||||||||||||||||||||
Net investment income (loss) | (0.11 | )% | (0.28 | )% | 0.31 | % | 1.60 | % | 1.19 | % | ||||||||||
Total expenses6 | 1.14 | % | 1.58 | % | 8.53 | % | 21.62 | % | 6.24 | % | ||||||||||
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | 1.05 | % | 1.05 | % | 1.05 | % | 1.05 | % | 1.05 | % | ||||||||||
Portfolio turnover rate | 62 | % | 37 | % | 85 | % | 114 | % | 74 | % |
1. | April 29, 2011 represents the last business day of the Fund’s 2011 fiscal year. See Note 1 of the accompanying Notes. | |
2. | For the period from October 1, 2007 (commencement of operations) to April 30, 2008. | |
3. | Per share amounts calculated based on the average shares outstanding during the period. | |
4. | Assumes an initial 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. | |
5. | Annualized for periods less than one full year. | |
6. | Total expenses including indirect expenses from affiliated fund were as follows: |
Year Ended April 30, 2012 | 1.14 | % | ||
Year Ended April 29, 2011 | 1.58 | % | ||
Year Ended April 30, 2010 | 8.53 | % | ||
Year Ended April 30, 2009 | 21.62 | % | ||
Period Ended April 30, 2008 | 6.24 | % |
Net Unrealized | ||||||||||||
Appreciation | ||||||||||||
Based on Cost of | ||||||||||||
Securities and | ||||||||||||
Undistributed | Undistributed | Accumulated | Other Investments | |||||||||
Net Investment | Long-Term | Loss | for Federal Income | |||||||||
Income1 | Gain | Carryforward2,3,4 | Tax Purposes | |||||||||
$ — | $ | — | $ | 2,789,736 | $ | 1,605,723 |
1. | As of April 30, 2012, the Fund elected to defer $144,702 of late year ordinary losses. | |
2. | As of April 30, 2012, the Fund had $2,789,736 of net capital loss carryforwards available to offset future realized capital gains, if any, and thereby reduce future taxable gain distributions. Details of the capital loss carryforwards are included in the table below. Capital loss carryovers with no expiration, if any, must be utilized prior to those with expiration dates. |
Expiring | ||||
2016 | $ | 478,636 | ||
No expiration | 2,311,100 | |||
Total | $ | 2,789,736 | ||
3. | During the fiscal year ended April 30, 2012, the Fund did not utilize any capital loss carryforward. | |
4. | During the fiscal year ended April 29, 2011, the Fund utilized $245,791 of capital loss carryforward to offset capital gains realized in that fiscal year. |
Increase | Reduction | |||||||
to Accumulated | to Accumulated | |||||||
Reduction | Net Investment | Net Realized Loss | ||||||
to Paid-in Capital | Loss | on Investments | ||||||
$75,554 | $ | 24,558 | $ | 100,112 |
Year Ended | Year Ended | |||||||
April 30, 2012 | April 30, 2011 | |||||||
Distributions paid from: | ||||||||
Long-term capital gain | $ | 198,120 | $ | — |
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.
Federal tax cost of securities | $ | 78,114,655 | ||
Federal tax cost of other investments | 747,243 | |||
Total federal tax cost | $ | 78,861,898 | ||
Gross unrealized appreciation | $ | 5,318,245 | ||
Gross unrealized depreciation | (3,712,522 | ) | ||
Net unrealized appreciation | $ | 1,605,723 | ||
Standard inputs generally considered | ||
Security Type | by third-party pricing vendors | |
Corporate debt, government debt, municipal, mortgage-backed and asset-backed securities | Reported trade data, broker-dealer price quotations, benchmark yields, issuer spreads on comparable securities, the credit quality, yield, maturity, and other appropriate factors. | |
Loans | Information obtained from market participants regarding reported trade data and broker-dealer price quotations. | |
Event-linked bonds | Information obtained from market participants regarding reported trade data and broker-dealer price quotations. |
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 or liability (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.) | ||
3) | Level 3—significant unobservable inputs (including the Manager’s own judgments about assumptions that market participants would use in pricing the asset or liability). |
Level 3— | ||||||||||||||||
Level 1— | Level 2— | Significant | ||||||||||||||
Unadjusted | Other Significant | Unobservable | ||||||||||||||
Quoted Prices | Observable Inputs | Inputs | Value | |||||||||||||
Assets Table | ||||||||||||||||
Investments, at Value: | ||||||||||||||||
Common Stocks | ||||||||||||||||
Consumer Discretionary | $ | 18,697,247 | $ | 615,459 | $ | — | $ | 19,312,706 | ||||||||
Consumer Staples | 3,798,782 | — | — | 3,798,782 | ||||||||||||
Energy | 2,126,363 | — | — | 2,126,363 | ||||||||||||
Financials | 12,786,588 | — | — | 12,786,588 | ||||||||||||
Health Care | 1,120,276 | 720,229 | — | 1,840,505 | ||||||||||||
Industrials | 9,043,874 | — | — | 9,043,874 | ||||||||||||
Information Technology | 18,649,112 | 1,558,724 | — | 20,207,836 | ||||||||||||
Telecommunication Services | 3,720,730 | 1,035,165 | — | 4,755,895 | ||||||||||||
Utilities | 2,192,809 | — | — | 2,192,809 | ||||||||||||
Preferred Stocks | 2,491,237 | — | — | 2,491,237 | ||||||||||||
Investment Company | 1,163,622 | — | — | 1,163,622 | ||||||||||||
Total Investments, at Value | 75,790,640 | 3,929,577 | — | 79,720,217 | ||||||||||||
Other Financial Instruments: | ||||||||||||||||
Foreign currency exchange contracts | — | 1,314 | — | 1,314 | ||||||||||||
Total Assets | $ | 75,790,640 | $ | 3,930,891 | $ | — | $ | 79,721,531 | ||||||||
Liabilities Table | ||||||||||||||||
Other Financial Instruments: | ||||||||||||||||
Foreign currency exchange contracts | $ | — | $ | (241 | ) | $ | — | $ | (241 | ) | ||||||
Total Liabilities | $ | — | $ | (241 | ) | $ | — | $ | (241 | ) | ||||||
Year Ended April 30, 2012 | Year Ended April 29, 2011 | |||||||||||||||
Shares | Amount | Shares | Amount | |||||||||||||
Class A | ||||||||||||||||
Sold | 1,757,318 | $ | 49,983,311 | 1,095,750 | $ | 32,665,184 | ||||||||||
Dividends and/or distributions reinvested | 4,911 | 130,641 | — | — | ||||||||||||
Redeemed | (881,176 | ) | (23,570,500 | ) | (139,350 | ) | (4,160,578 | ) | ||||||||
Net increase | 881,053 | $ | 26,543,452 | 956,400 | $ | 28,504,606 | ||||||||||
Class B1 | ||||||||||||||||
Sold | — | $ | — | — | $ | — | ||||||||||
Dividends and/or distributions reinvested | — | — | — | — | ||||||||||||
Redeemed | — | — | (1,700 | ) | (44,999 | ) | ||||||||||
Net decrease | — | $ | — | (1,700 | ) | $ | (44,999 | ) | ||||||||
Class C | ||||||||||||||||
Sold | 273,303 | $ | 7,678,730 | 130,137 | $ | 3,861,644 | ||||||||||
Dividends and/or distributions reinvested | 984 | 25,772 | — | — | ||||||||||||
Redeemed | (78,630 | ) | (2,173,943 | ) | (9,522 | ) | (282,898 | ) | ||||||||
Net increase | 195,657 | $ | 5,530,559 | 120,615 | $ | 3,578,746 | ||||||||||
Class N | ||||||||||||||||
Sold | 37,720 | $ | 1,062,490 | 19,933 | $ | 599,479 | ||||||||||
Dividends and/or distributions reinvested | 132 | 3,492 | — | — | ||||||||||||
Redeemed | (13,144 | ) | (368,893 | ) | (2,217 | ) | (66,645 | ) | ||||||||
Net increase | 24,708 | $ | 697,089 | 17,716 | $ | 532,834 | ||||||||||
Class Y | ||||||||||||||||
Sold | 483,119 | $ | 13,805,910 | 132,963 | $ | 3,994,482 | ||||||||||
Dividends and/or distributions reinvested | 1,260 | 33,607 | — | — | ||||||||||||
Redeemed | (193,560 | ) | (5,345,194 | ) | (307 | ) | (9,716 | ) | ||||||||
Net increase | 290,819 | $ | 8,494,323 | 132,656 | $ | 3,984,766 | ||||||||||
1. | All Class B shares were converted to Class A shares on November 16, 2010. Class B shares are no longer offered. |
Purchases | Sales | |||||||
Investment securities | $ | 70,425,961 | $ | 29,405,318 |
Service Plan for Class A Shares. The Fund has adopted a Service Plan (the “Plan”) for Class A shares under Rule 12b-1 of the Investment Company Act of 1940. Under the Plan, the Fund reimburses the Distributor for a portion of its costs incurred for services provided to accounts that hold Class A shares. Reimbursement is made periodically at an annual rate of up to 0.25% of the daily net assets of Class A shares of the Fund. The Distributor currently uses all of those fees to pay dealers, brokers, banks and other financial institutions periodically for providing personal service and maintenance of accounts of their customers that hold Class A shares. Any unreimbursed expenses the Distributor incurs with respect to Class A shares in any fiscal year cannot be recovered in subsequent periods. Fees incurred by the Fund under the Plan are detailed in the Statement of Operations.
Class C | $ | 18,653 | ||
Class N | 1,902 |
Class A | Class C | Class N | ||||||||||||||
Contingent | Contingent | Contingent | ||||||||||||||
Class A | Deferred Sales | Deferred Sales | Deferred Sales | |||||||||||||
Front-End Sales | Charges | Charges | Charges | |||||||||||||
Charges Retained | Retained by | Retained by | Retained by | |||||||||||||
Year Ended | by Distributor | Distributor | Distributor | Distributor | ||||||||||||
April 30, 2012 | $ | 46,034 | $ | 4,899 | $ | 2,158 | $ | — |
Asset Derivatives | Liability Derivatives | |||||||||||||||
Statement of | Statement of | |||||||||||||||
Derivatives Not | Assets and | Assets and | ||||||||||||||
Accounted for as | Liabilities | Liabilities | ||||||||||||||
Hedging Instruments | Location | Value | Location | Value | ||||||||||||
Foreign exchange contracts | Unrealized appreciation on foreign currency exchange contracts | $ | 1,314 | Unrealized depreciation on foreign currency exchange contracts | $ | 241 |
Amount of Realized Gain or (Loss) Recognized on Derivatives | ||||
Derivatives | ||||
Not Accounted for as | ||||
Hedging Instruments | Foreign Currency Transactions | |||
Foreign exchange contracts | $ | (89,416 | ) |
Amount of Change in Unrealized Gain or (Loss) Recognized on Derivatives | ||||
Derivatives | Translation of Assets and | |||
Not Accounted for as | Liabilities Denominated in | |||
Hedging Instruments | Foreign Currencies | |||
Foreign exchange contracts | $ | 82,963 |
Name, Position(s) Held with the | Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships | |
Fund, Length of Service, Age | Held; Number of Portfolios in the Fund Complex Currently Overseen | |
INDEPENDENT TRUSTEES | The address of each Trustee in the chart below is 6803 S. Tucson Way, Centennial, Colorado 80112-3924. Each Trustee serves for an indefinite term, or until his or her resignation, retirement, death or removal. | |
Brian F. Wruble, Chairman of the Board of Trustees and Trustee (since 2007) Age: 69 | Chairman (since August 2007) and Trustee (since August 1991) of the Board of Trustees of The Jackson Laboratory (non-profit); Director of Special Value Opportunities Fund, LLC (registered investment company) (affiliate of the Manager’s parent company) (since September 2004); Member of Zurich Financial Investment Management Advisory Council (insurance) (since 2004); Treasurer (since 2007) and Trustee of the Institute for Advanced Study (non-profit educational institute) (since May 1992); General Partner of Odyssey Partners, L.P. (hedge fund) (September 1995-December 2007); Special Limited Partner of Odyssey Investment Partners, LLC (private equity investment) (January 1999-September 2004). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Wruble has served on the Boards of certain Oppenheimer funds since April 2001, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. | |
David K. Downes, Trustee (since 2007) Age: 72 | Director of THL Credit Inc. (since June 2009); Independent Chairman GSK Employee Benefit Trust (since April 2006); Trustee of Employee Trusts (since January 2006); Chief Executive Officer and Board Member of Community Capital Management (investment management company) (since January 2004); President of The Community Reinvestment Act Qualified Investment Fund (investment management company) (since 2004); Director of Internet Capital Group (information technology company) (since October 2003); Director of Correctnet (January 2006-2007); Independent Chairman of the Board of Trustees of Quaker Investment Trust (registered investment company) (2004-2007); Chief Operating Officer and Chief Financial Officer of Lincoln National Investment Companies, Inc. (subsidiary of Lincoln National Corporation, a publicly traded company) and Delaware Investments U.S., Inc. (investment management subsidiary of Lincoln National Corporation) (1993-2003); President, Chief Executive Officer and Trustee of Delaware Investment Family of Funds (1993-2003); President and Board Member of Lincoln National Convertible Securities Funds, Inc. and the Lincoln National Income Funds, TDC (1993-2003); Chairman and Chief Executive Officer of Retirement Financial Services, Inc. (registered transfer agent and investment adviser and subsidiary of Delaware Investments U.S., Inc.) (1993-2003); President and Chief Executive Officer of Delaware Service Company, Inc. (1995-2003); Chief Administrative Officer, Chief Financial Officer, Vice Chairman and Director of Equitable Capital Management Corporation (investment subsidiary of Equitable Life Assurance Society) (1985-1992); Corporate Controller of Merrill Lynch Company (financial services holding company) (1977-1985); held the following positions at the Colonial Penn Group, Inc. (insurance company): Corporate Budget Director (1974-1977), Assistant Treasurer (1972-1974) and Director of Corporate Taxes (1969-1972); held the following positions at Price Waterhouse Company (financial services firm): Tax Manager (1967-1969), Tax Senior (1965-1967) and Staff Accountant (1963-1965); United States Marine Corps (1957-1959). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Downes has served on the Boards of certain Oppenheimer funds since December 2005, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. |
Name, Position(s) Held with the | Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships | |
Fund, Length of Service, Age | Held; Number of Portfolios in the Fund Complex Currently Overseen | |
Matthew P. Fink, Trustee (since 2007) Age: 71 | Trustee of the Committee for Economic Development (policy research foundation) (2005-2011); Director of ICI Education Foundation (education foundation) (October 1991-August 2006); President of the Investment Company Institute (trade association) (October 1991-June 2004); Director of ICI Mutual Insurance Company (insurance company) (October 1991-June 2004); Author of The Rise of Mutual Funds: An Insider’s View published by Oxford University Press (second edition 2010). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Fink has served on the Boards of certain Oppenheimer funds since January 2005, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. | |
Phillip A. Griffiths, Trustee (since 2007) Age: 73 | Fellow of the Carnegie Corporation (since 2007); Member of the National Academy of Sciences (since 1979); Council on Foreign Relations (since 2002); Foreign Associate of Third World Academy of Sciences (since 2002); Chair of Science Initiative Group (since 1999); Member of the American Philosophical Society (since 1996); Trustee of Woodward Academy (since 1983); Director of GSI Lumonics Inc. (precision technology products company) (2001-2010); Senior Advisor of The Andrew W. Mellon Foundation (2001-2010); Distinguished Presidential Fellow for International Affairs of the National Academy of Science (2002-2010); Director of the Institute for Advanced Study (1991-2004); Director of Bankers Trust New York Corporation (1994-1999); Provost at Duke University (1983-1991). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Griffiths has served on the Boards of certain Oppenheimer funds since June 1999, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. | |
Mary F. Miller, Trustee (since 2007) Age: 69 | Trustee of International House (not-for-profit) (since June 2007); Trustee of the American Symphony Orchestra (not-for-profit) (October 1998-November 2011); and Senior Vice President and General Auditor of American Express Company (financial services company) (July 1998-February 2003). Oversees 58 portfolios in the OppenheimerFunds complex. Ms. Miller has served on the Boards of certain Oppenheimer funds since August 2004, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. | |
Joel W. Motley, Trustee (since 2007) Age: 59 | Board Member of Pulitzer Center for Crisis Reporting (non-profit journalism) (since December 2010); Managing Director of Public Capital Advisors, LLC (privately-held financial advisor) (since January 2006); Managing Director of Carmona Motley, Inc. (privately-held financial advisor) (since January 2002); Director of Columbia Equity Financial Corp. (privately-held financial advisor) (2002-2007); Managing Director of Carmona Motley Hoffman Inc. (privately-held financial advisor) (January 1998-December 2001); Member of the Finance and Budget Committee of the Council on Foreign Relations, Chairman of the Investment Committee of the Episcopal Church of America, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee and Board of Historic Hudson Valley. Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Motley has served on the Boards of certain Oppenheimer funds since October 2002, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. | |
Mary Ann Tynan, Trustee (since 2008) Age: 66 | Independent Director of the ICI Board of Governors (since October 2011); Vice Chair of Board of Trustees of Brigham and Women’s/Faulkner Hospitals (non-profit hospital) (since 2000); Chair of Board of Directors of Faulkner Hospital (non-profit |
Name, Position(s) Held with the | Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships | |
Fund, Length of Service, Age | Held; Number of Portfolios in the Fund Complex Currently Overseen | |
Mary Ann Tynan, Continued | hospital) (since 1990); Member of Audit and Compliance Committee of Partners Health Care System (non-profit) (since 2004); Board of Trustees of Middlesex School (educational institution) (since 1994); Board of Directors of Idealswork, Inc. (financial services provider) (since 2003); Partner, Senior Vice President and Director of Regulatory Affairs of Wellington Management Company, LLP (global investment manager) (1976-2002); Vice President and Corporate Secretary, John Hancock Advisers, Inc. (mutual fund investment adviser) (1970-1976). Oversees 58 portfolios in the OppenheimerFunds complex. Ms. Tynan has served on the Boards of certain Oppenheimer funds since October 2008, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. | |
Joseph M. Wikler, Trustee (since 2007) Age: 71 | Director of C-TASC (bio-statistics services) (since 2007); formerly, Director of the following medical device companies: Medintec (1992-2011) and Cathco (1996-2011); Member of the Investment Committee of the Associated Jewish Charities of Baltimore (since 1994); Director of Lakes Environmental Association (environmental protection organization) (1996-2008); Director of Fortis/Hartford mutual funds (1994-December 2001). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Wikler has served on the Boards of certain Oppenheimer funds since August 2005, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. | |
Peter I. Wold, Trustee (since 2007) Age: 64 | Director of Arch Coal, Inc. (since 2010); Director and Chairman of Wyoming Enhanced Oil Recovery Institute Commission (enhanced oil recovery study) (since 2004); President of Wold Oil Properties, Inc. (oil and gas exploration and production company) (since 1994); Vice President of American Talc Company, Inc. (talc mining and milling) (since 1999); Managing Member of Hole-in-the-Wall Ranch (cattle ranching) (since 1979); Director and Chairman of the Denver Branch of the Federal Reserve Bank of Kansas City (1993-1999); and Director of PacifiCorp. (electric utility) (1995-1999). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Wold has served on the Boards of certain Oppenheimer funds since August 2005, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations. | |
OFFICERS OF THE FUND | The addresses of the Officers in the chart below are as follows: for Messrs. Dishmon, Glavin, Gabinet and Ms. Nasta, Two World Financial Center, 225 Liberty Street, New York, New York 10281-1008, for Messrs. Vandehey and Wixted, 6803 S. Tucson Way, Centennial, Colorado 80112-3924. Each Officer serves for an indefinite term or until his or her resignation, retirement, death or removal. | |
Randall C. Dishmon, Vice President (since 2007) Age: 46 | Vice President of the Manager (since January 2005); Assistant Vice President and Senior Research Analyst of the Manager (June 2001-January 2005). A portfolio manager and officer of 3 portfolios in the OppenheimerFunds complex. | |
William F. Glavin, Jr., President and Principal Executive Officer (since 2009) Age: 53 | Chairman of the Manager (since December 2009); Chief Executive Officer and Director of the Manager (since January 2009); President of the Manager (since May 2009); Director of Oppenheimer Acquisition Corp. (“OAC”) (the Manager’s parent holding company) (since June 2009); Executive Vice President (March 2006-February 2009) and Chief Operating Officer (July 2007-February 2009) of Massachusetts Mutual Life Insurance Company (OAC’s parent company); Director (May 2004-March 2006) and Chief Operating Officer and Chief |
Name, Position(s) Held with the | Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships | |
Fund, Length of Service, Age | Held; Number of Portfolios in the Fund Complex Currently Overseen | |
William F. Glavin, Jr., Continued | Compliance Officer (May 2004-January 2005), President (January 2005-March 2006) and Chief Executive Officer (June 2005-March 2006) of Babson Capital Management LLC; Director (March 2005-March 2006), President (May 2003- March 2006) and Chief Compliance Officer (July 2005-March 2006) of Babson Capital Securities, Inc. (a broker-dealer); President (May 2003-March 2006) of Babson Investment Company, Inc.; Director (May 2004-August 2006) of Babson Capital Europe Limited; Director (May 2004-October 2006) of Babson Capital Guernsey Limited; Director (May 2004-March 2006) of Babson Capital Management LLC; Non-Executive Director (March 2005-March 2007) of Baring Asset Management Limited; Director (February 2005-June 2006) Baring Pension Trustees Limited; Director and Treasurer (December 2003-November 2006) of Charter Oak Capital Management, Inc.; Director (May 2006-September 2006) of C.M. Benefit Insurance Company; Director (May 2008-June 2009) and Executive Vice President (June 2007-July 2009) of C.M. Life Insurance Company; President (March 2006-May 2007) of MassMutual Assignment Company; Director (January 2005-December 2006), Deputy Chairman (March 2005-December 2006) and President (February 2005-March 2005) of MassMutual Holdings (Bermuda) Limited; Director (May 2008-June 2009) and Executive Vice President (June 2007- July 2009) of MML Bay State Life Insurance Company; Chief Executive Officer and President (April 2007-January 2009) of MML Distributors, LLC; and Chairman (March 2006-December 2008) and Chief Executive Officer (May 2007-December 2008) of MML Investors Services, Inc. Oversees 63 portfolios as a Trustee/Director and 95 portfolios as an officer in the OppenheimerFunds complex. | |
Arthur S. Gabinet, Secretary and Chief Legal Officer (since 2011) Age: 54 | Executive Vice President (since May 2010) and General Counsel (since January 2011) of the Manager; General Counsel of the Distributor (since January 2011); General Counsel of Centennial Asset Management Corporation (since January 2011); Executive Vice President and General Counsel of HarbourView Asset Management Corporation (since January 2011); Assistant Secretary (since January 2011) and Director (since January 2011) of OppenheimerFunds International Ltd. and OppenheimerFunds plc; Vice President and Director of Oppenheimer Partnership Holdings, Inc. (since January 2011); Director of Oppenheimer Real Asset Management, Inc. (since January 2011); Executive Vice President and General Counsel of Shareholder Financial Services, Inc. and Shareholder Services, Inc. (since January 2011); Executive Vice President and General Counsel of OFI Private Investments, Inc. (since January 2011); Vice President of OppenheimerFunds Legacy Program (since January 2011); Executive Vice President and General Counsel of OFI Institutional Asset Management, Inc. (since January 2011); General Counsel, Asset Management of the Manager (May 2010-December 2010); Principal, The Vanguard Group (November 2005-April 2010); District Administrator, U.S. Securities and Exchange Commission (January 2003-October 2005). An officer of 95 portfolios in the OppenheimerFunds complex. | |
Christina M. Nasta, Vice President and Chief Business Officer (since 2009) Age: 38 | Senior Vice President of the Manager (since July 2010); Vice President of the Manager (since January 2003); Vice President of OppenheimerFunds Distributor, Inc. (since January 2003). An officer of 95 portfolios in the OppenheimerFunds complex. | |
Mark S. Vandehey, Vice President and Chief Compliance Officer (since 2007) Age: 61 | Senior Vice President and Chief Compliance Officer of the Manager (since March 2004); Chief Compliance Officer of OppenheimerFunds Distributor, Inc., Centennial Asset Management and Shareholder Services, Inc. (since March 2004); Vice President of OppenheimerFunds Distributor, Inc., Centennial Asset Management Corporation and Shareholder Services, Inc. (since June 1983). An officer of 95 portfolios in the OppenheimerFunds complex. |
Name, Position(s) Held with the | Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships | |
Fund, Length of Service, Age | Held; Number of Portfolios in the Fund Complex Currently Overseen | |
Brian W. Wixted, Treasurer and Principal Financial & Accounting Officer (since 2007) Age: 52 | Senior Vice President of the Manager (since March 1999); Treasurer of the Manager and the following: HarbourView Asset Management Corporation, Shareholder Financial Services, Inc., Shareholder Services, Inc., Oppenheimer Real Asset Management, Inc. and Oppenheimer Partnership Holdings, Inc. (March 1999-June 2008), OFI Private Investments, Inc. (March 2000-June 2008), OppenheimerFunds International Ltd. and OppenheimerFunds plc (since May 2000), OFI Institutional Asset Management, Inc. (since November 2000), and OppenheimerFunds Legacy Program (charitable trust program established by the Manager) (since June 2003); Treasurer and Chief Financial Officer of OFI Trust Company (trust company subsidiary of the Manager) (since May 2000); Assistant Treasurer of OAC (March 1999-June 2008). An officer of 95 portfolios in the OppenheimerFunds complex. | |
Manager | OppenheimerFunds, Inc. | |
Distributor | OppenheimerFunds Distributor, Inc. | |
Transfer and Shareholder Servicing Agent | OppenheimerFunds Services | |
Independent Registered Public Accounting Firm | KPMG llp | |
Legal Counsel | Kramer Levin Naftalis & Frankel LLP |
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(a) | Audit Fees |
(b) | Audit-Related Fees |
(c) | Tax Fees |
(d) | All Other Fees |
(e) | (1) During its regularly scheduled periodic meetings, the registrant’s audit committee will pre-approve all audit, audit-related, tax and other services to be provided by the principal accountants of the registrant. | |
The audit committee has delegated pre-approval authority to its Chairman for any subsequent new engagements that arise between regularly scheduled meeting dates provided that any fees such pre-approved are presented to the audit committee at its next regularly scheduled meeting. | ||
Under applicable laws, pre-approval of non-audit services maybe waived provided that: 1) the aggregate amount of all such services provided constitutes no more than five percent of the total amount of fees paid by the registrant to it principal accountant during the fiscal year in which services are provided 2) such services were not recognized by the registrant at the time of engagement as non-audit services and 3) such services are promptly brought to the attention of the audit committee of the registrant and approved prior to the completion of the audit. |
(2) | 100% |
(f) | Not applicable as less than 50%. | |
(g) | The principal accountant for the audit of the registrant’s annual financial statements billed $594,857 in fiscal 2012 and $297,975 in fiscal 2011 to the registrant and the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant related to non-audit fees. Those billings did not include any prohibited non-audit services as defined by the Securities Exchange Act of 1934. |
(h) | The registrant’s audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence. No such services were rendered. |
b) Not applicable.
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. |
(a) | (1) Exhibit attached hereto. | |
(2) Exhibits attached hereto. | ||
(3) Not applicable. | ||
(b) | Exhibit attached hereto. |
By: | /s/ William F. Glavin, Jr. | |||
Principal Executive Officer | ||||
Date: | 6/11/2012 |
By: | /s/ William F. Glavin, Jr. | |||
Principal Executive Officer | ||||
Date: | 6/11/2012 | |||
By: | /s/ Brian W. Wixted | |||
Brian W. Wixted | ||||
Principal Financial Officer | ||||
Date: | 6/11/2012 |