UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-22943
Oppenheimer Emerging Markets Innovators Fund
(Exact name of registrant as specified in charter)
6803 South Tucson Way, Centennial, Colorado 80112-3924
(Address of principal executive offices) (Zip code)
Arthur S. Gabinet
OFI Global Asset Management, Inc.
225 Liberty Street, 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: August 31
Date of reporting period: 8/31/2015
Item 1. Reports to Stockholders.
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Table of Contents
Class A Shares
AVERAGE ANNUAL TOTAL RETURNS AT 8/31/15
| | | | | | |
| | Class A Shares of the Fund | | |
| | Without Sales Charge | | With Sales Charge | | MSCI Emerging Markets Mid Cap Index |
1-Year | | -17.10% | | -21.87% | | -21.46% |
Since Inception (6/30/14) | | -15.32 | | -19.51 | | -16.14 |
Performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund returns include changes in share price, reinvested distributions, and a 5.75% maximum applicable sales charge except where “without sales charge” is indicated. Current performance may be lower or higher than the performance quoted. Returns do not consider capital gains or income taxes on an individual’s investment. For performance data current to the most recent month-end, visit oppenheimerfunds.com or call 1.800.CALL OPP (225.5677).
2 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND
Fund Performance Discussion
During a volatile time for emerging market equities, the Fund’s Class A shares (without sales charge) returned -17.10% during the one-year reporting period ended August 31, 2015. A large portion of the performance challenges for the Fund this year have been structural in nature and related to the overall market, which was negatively impacted by a slowdown in China, challenging economic environment in Brazil, the fall in commodity prices, along with global growth concerns and a potential increase in U.S. interest rates.
On a relative basis, the Fund’s Class A shares (without sales charge) outperformed the MSCI Emerging Markets Mid Cap Index (the “Index”), which returned -21.46% during the same reporting period. Stock selection in South Korea, Taiwan and Malaysia helped drive the Fund’s outperformance. On the sector level, stock selection within health care, materials and information technology helped outperform the Index during the period.
The Fund’s outperformance in a challenging emerging market environment was noteworthy given the Fund’s focus on more volatile small and mid-cap companies. At the end of the reporting period over 74% of the Fund’s investments were in companies with market capitalization of U.S. $5 billion or less.
COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:
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3 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
MARKET OVERVIEW
The reporting period was a difficult one for emerging markets. Sentiment had turned negative at the start of the reporting period, as investor concerns re-emerged regarding slow global growth and the potential for tighter liquidity as the U.S. normalizes interest rates. During the fourth quarter of 2014, a swiftly falling oil price also compounded these fears. Currencies and share prices declined sharply in oil-producing emerging markets and softened in most others. Although emerging market equities started rebounding in early 2015 through April 2015, they have since experienced significant declines. Markets across the globe have been impacted by the macro deceleration in China and its impact on commodity economies, which combined with the fear of U.S. interest rate hikes, have been driving the near-term deterioration of conditions in emerging markets.
FUND REVIEW
During the reporting period, top performing holdings for the Fund included Medy-Tox Inc., Hota Industrial Manufacturing Co., Ltd. and Celltrion, Inc.
Medy-Tox (KOSDAQ:086900) is a Korean biotechnology company that specializes in wrinkle reduction. It sells an exact replica of Allergan’s global blockbuster drug Botox and sells a range of hyaluronic acid-based dermal fillers in 57 countries. The company is very profitable, with net margins above 50% with some interesting long-term growth potential. In 2014, Medy-Tox launched a next-
generation Botox drug, called Innotox, which we believe offers a substantial improvement over Botox. Allergan signed a partnership with Medy-Tox for U.S. and European distribution rights for Innotox. During the reporting period, the stock more than doubled in price on the back of strong first quarter 2015 operating profit growth, up 48% year-over-year, spurred particularly from its new dermal filler product, Neuramis. While we continue to believe that Medy-Tox will continue to perform well, we trimmed the portfolio weight during the reporting period to manage position size. There are always risks associated with biotech investing and we are careful not to allow one or two positions to dominate portfolio performance.
Hota Industrial Manufacturing
(TPE:1536) is a Taiwanese auto-transmission systems parts maker. Our investment case for Hota is prefaced on our belief that the outsourcing trend among automakers will continue to grow. Enthusiasm for Hota increased after it won an order to make parts for the Ford P552, the redesign of the Ford F150 (the best-selling vehicle in the U.S. for the last 32 years). Hota is also the sole supplier of reduction gear for Tesla. Hota is the Fund’s second largest position and the Fund benefited from stock price appreciation of 83% during the reporting period.
Celltrion (KOSDAQ:068270) is a $6.7 billion market cap biopharmaceutical company based in South Korea that we believe has the most clinically advanced
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4 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
biosimilar drug franchise in emerging markets. Biosimilars are harder to make than “generic drugs”, which are simply copies of chemical drugs, because biological drugs are antibody based. This makes it more difficult for the biosimilar maker to replicate the drug and demonstrate sameness. The Celltrion stock price rose 81% during the period on the back of the launch of Inflectra in Europe. Inflectra is a biosimilar copy of Remicade, a multi-billion dollar drug used for the treatment of rheumatoid arthritis and inflammatory bowel disease. This approval and launch helped validate Celltrion’s technology leadership in biosimilar drug development. We believe the biosimilars market has significant potential. The global biologics market is currently estimated to be around $127 billion in size, with $60 to $70 billion of drugs coming off patent by 2020 (as per Citigroup research). We believe Celltrion and other emerging market biotech companies can generate strong revenues in this market.
Detractors from performance this reporting period included Ser Educacional SA, SouFun Holdings Ltd. and Baoxin Auto Group Ltd.
Ser Educacional (SEER3 BZ) is the third largest private post-secondary education provider in Brazil with a market cap of $227 million. Brazil has a major education deficit and lofty government higher education goals established by the Brazilian Government. For this reason, the entire market was surprised when President Dilma Rousseff announced changes to a funding program (FIES) that
allows for below-interest rate student loans. These changes include the implementation of a minimum score on the National High School Exam and the extension of FIES payment terms from 30 days to 45 days. All three major, publically-listed private education providers: Kroton, Estacio and Ser Educacional sold off on the news because their current revenues are significantly reliant on FIES payments from the Government. Ser Educacional sold off the most. This is partially because Ser’s schools are primarily in the North and Northeast of Brazil, where education levels are at their lowest. Investors speculated that Ser students will have a harder time surpassing the minimum grade now required on the National High School Exam for FIES qualification. These low scores would cut Ser’s funding more than for competitors Kroton or Estacio. We expect that profitability for all educational companies will be impacted in the medium-term, but we also acknowledge that private schools educate more than 70% of Brazil’s college students. In our opinion, if the Government wants to solve its education problem, then companies like Kroton, Estacio and Ser are an important part of the solution.
SouFun (SFUN US) is the leading real estate internet portal in China with $2.3 billion market cap. It generates revenue by selling ads to developers and by selling memberships, which result in discounts, to home-buyers. After full evaluation of the company’s prospects, we have concerns over the durability of the company’s competitive
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5 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
positioning. The Fund exited its position in SouFun during the reporting period.
Baoxin Auto Group (HKG:1293) is involved in the sale and service of motor vehicles in China and internationally with a focus on luxury and ultra-luxury brands. The company’s portfolio includes brands such as BMW, Audi, Land Rover and Jaguar. Baoxin is the largest BMW dealer in the world with 10% of total BMW sales in China. The stock was negatively impacted by the slowdown in China and industry specific challenges in the last year. We exited our position during the reporting period.
STRATEGY & OUTLOOK
The Fund was conceived with the thesis that an increasingly large number of attractive growth opportunities in the emerging markets are found among the mid- and small-cap universe. Often they are overlooked by investors who primarily focus on large-cap emerging market stocks, which dominate index funds and exchange traded funds (ETFs). These opportunities are also missed by investors who choose access to emerging markets via U.S., Japanese or Western European companies that sell into the emerging markets.
We use innovation as a mental model to help identify the companies that are creating differentiated businesses with long-term durable competitive advantages. “Innovation” in our context is a product, brand, business model or a strategic differentiation that creates an entirely new
market (this is what we call transformational innovation) or allows for rapid market share gains within an existing market.
Political, institutional and governance reforms have created perhaps the best backdrop for new business formations and growth than at any time in the history of the emerging markets. Despite some of the macro turbulence of the last year, things are generally better than they have ever been for a large swath of the roughly 6 billion people who live in most of the emerging and frontier markets. Affluence is broadly higher, literacy levels are at an all-time high, and corporate governance standards and practices are improving. All of this feeds innovation and boosts aspirations. With this backdrop, businesses are increasingly able to move up the value-chain towards more complex, high-margin products and services.
During the reporting period, our results exceeded our benchmark’s performance for the period. This is, however, below our long-run performance aspirations, but the past year has been one of unusual macro upheaval, which at times seemed to overwhelm some very good micro developments. We remain focused on seeking to identify great micro ideas among a broad swath of emerging and frontier markets. Occasionally a seismic macro event comes along, but most are temporal. We believe that successful equity investing is best framed by a long-term focus on great businesses, not countries or currencies. We believe that great businesses invested in at sensible prices
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6 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
generally produces superior investment results over the medium to long term. Despite the macro turbulence witnessed over the last year, we hold firm to this belief.
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| Justin Leverenz, CFA Portfolio Manager |
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| Heidi Heikenfeld, CFA Portfolio Manager |
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7 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
Top Holdings and Allocations
TOP TEN GEOGRAPHICAL HOLDINGS
| | | | |
China | | | 15.1 | % |
India | | | 11.0 | |
South Korea | | | 11.0 | |
Taiwan | | | 10.3 | |
United States | | | 9.7 | |
Brazil | | | 3.7 | |
Sri Lanka | | | 3.4 | |
South Africa | | | 3.1 | |
Hong Kong | | | 2.7 | |
Malaysia | | | 2.7 | |
Portfolio holdings and allocation are subject to change. Percentages are as of August 31, 2015, and are based on total market value of investments.
TOP TEN COMMON STOCK HOLDINGS
| | | | |
Medy-Tox, Inc. | | | 2.9 | % |
Hota Industrial Manufacturing Co. Ltd. | | | 2.7 | |
My EG Services Bhd | | | 2.2 | |
Largan Precision Co. Ltd. | | | 2.1 | |
Hermes Microvision, Inc. | | | 2.0 | |
Amorepacific Corp. | | | 1.9 | |
John Keells Holdings plc | | | 1.8 | |
HOSA International Ltd. | | | 1.8 | |
Eros International Media Ltd. | | | 1.7 | |
Commercial International Bank Egypt SAE | | | 1.7 | |
Portfolio holdings and allocations are subject to change. Percentages are as of August 31, 2015, and are based on net assets. For more current Fund holdings, please visit oppenheimerfunds.com.
REGIONAL ALLOCATION
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Portfolio holdings and allocations are subject to change. Percentages are as of August 31, 2015, and are based on the total market value of investments.
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8 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
Share Class Performance
AVERAGE ANNUAL TOTAL RETURNS WITHOUT SALES CHARGE AS OF 8/31/15
| | | | | | | | |
| | Inception Date | | 1-Year | | Since Inception | | |
Class A (EMIAX) | | 6/30/14 | | -17.10% | | -15.32% | | |
Class C (EMVCX) | | 6/30/14 | | -17.80% | | -16.01% | | |
Class I (EMVIX) | | 6/30/14 | | -16.68% | | -14.88% | | |
Class R (EMIRX) | | 6/30/14 | | -17.38% | | -15.57% | | |
Class Y (EMIYX) | | 6/30/14 | | -16.92% | | -15.10% | | |
AVERAGE ANNUAL TOTAL RETURNS WITH SALES CHARGE AS OF 8/31/15
| | | | | | | | |
| | Inception Date | | 1-Year | | Since Inception | | |
Class A (EMIAX) | | 6/30/14 | | -21.87% | | -19.51% | | |
Class C (EMVCX) | | 6/30/14 | | -18.62% | | -16.01% | | |
Class I (EMVIX) | | 6/30/14 | | -16.68% | | -14.88% | | |
Class R (EMIRX) | | 6/30/14 | | -17.38% | | -15.57% | | |
Class Y (EMIYX) | | 6/30/14 | | -16.92% | | -15.10% | | |
Performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. Returns do not consider capital gains or income taxes on an individual’s investment. For performance data current to the most recent month-end, visit oppenheimerfunds.com or call 1.800.CALL OPP (225.5677). Fund returns include changes in share price, reinvested distributions, and the applicable sales charge: for Class A shares, the current maximum initial sales charge of 5.75% and for Class C shares, the contingent deferred sales charge (“CDSC”) of 1% for the 1-year period. Prior to 7/1/14, Class R shares were named Class N shares. Beginning 7/1/14, new purchases of Class R shares will no longer be subject to a CDSC upon redemption (any CDSC will remain in effect for purchases prior to 7/1/14).
The Fund’s performance is compared to the performance of the MSCI Emerging Markets Mid Cap Index, which is designed to measure performance of mid-capitalization, global emerging market equities. The Index is unmanaged and cannot be purchased directly by investors. While index comparisons may be useful to provide a benchmark for the Fund’s performance, it must be noted that the Fund’s investments are not limited to the investments comprising the index. Index performance includes reinvestment of income, but does not reflect transaction costs, fees, expenses or taxes. Index performance is shown for illustrative purposes only as a benchmark for the Fund’s performance, and does not predict or depict performance of the Fund. The Fund’s performance reflects the effects of the Fund’s business and operating expenses.
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9 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
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. or its affiliates.
Before investing in any of the Oppenheimer funds, investors should carefully consider a fund’s investment objectives, risks, charges and expenses. Fund prospectuses and summary prospectuses contain this and other information about the funds, and may be obtained by asking your financial advisor, visiting oppenheimerfunds.com, or calling 1.800.CALL OPP (225.5677). Read prospectuses and summary prospectuses carefully before investing.
Shares of Oppenheimer funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including the possible loss of the principal amount invested.
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10 OPPENHEIMER EMERGING MARKETS INNOVATORS 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 and/or contingent deferred sales charges on redemptions; 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 August 31, 2015.
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 for the class of shares you hold, 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 6 Months Ended August 31, 2015” 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 for each class of shares, and an assumed rate of return of 5% per year for each class before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example for the class of shares you hold with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or contingent deferred sales charges (loads). 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.
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11 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
| | | | | | | | |
Actual | | Beginning Account Value March 1, 2015 | | Ending Account Value August 31, 2015 | | Expenses Paid During 6 Months Ended August 31, 2015 | | |
Class A | | $ 1,000.00 | | $ 916.40 | | $ 8.25 | | |
Class C | | 1,000.00 | | 912.60 | | 12.13 | | |
Class I | | 1,000.00 | | 919.80 | | 6.07 | | |
Class R | | 1,000.00 | | 915.20 | | 9.71 | | |
Class Y | | 1,000.00 | | 918.60 | | 7.04 | | |
| | | | |
Hypothetical (5% return before expenses) | | | | | | | | |
Class A | | 1,000.00 | | 1,016.64 | | 8.68 | | |
Class C | | 1,000.00 | | 1,012.60 | | 12.76 | | |
Class I | | 1,000.00 | | 1,018.90 | | 6.38 | | |
Class R | | 1,000.00 | | 1,015.12 | | 10.21 | | |
Class Y | | 1,000.00 | | 1,017.90 | | 7.40 | | |
Expenses are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Those annualized expense ratios, excluding indirect expenses from affiliated funds, based on the 6-month period ended August 31, 2015 are as follows:
| | | | |
Class | | Expense Ratios | |
Class A | | | 1.70 | % |
Class C | | | 2.50 | |
Class I | | | 1.25 | |
Class R | | | 2.00 | |
Class Y | | | 1.45 | |
The expense ratios reflect voluntary and/or contractual waivers and/or reimbursements of expenses by the Fund’s Manager. Some of these undertakings may be modified or terminated at any time, as indicated in the Fund’s prospectus. The “Financial Highlights” tables in the Fund’s financial statements, included in this report, also show the gross expense ratios, without such waivers or reimbursements and reduction to custodian expenses, if applicable.
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12 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
STATEMENT OF INVESTMENTS August 31, 2015
| | | | | | | | |
| | Shares | | | Value | |
Common Stocks—87.0% | | | | | | | | |
Consumer Discretionary—25.8% | |
Auto Components—2.7% | |
Hota Industrial | | | | | | | | |
Manufacturing Co. Ltd. | | | 1,098,149 | | | $ | 3,289,155 | |
| | | | | | | | |
Diversified Consumer Services—3.2% | |
Estacio Participacoes SA | | | 26,600 | | | | 91,462 | |
New Oriental Education & Technology Group, Inc., Sponsored ADR1 | | | 74,390 | | | | 1,524,251 | |
Ser Educacional SA | | | 165,521 | | | | 442,710 | |
TAL Education Group, ADR1 | | | 58,930 | | | | 1,807,383 | |
| | | | | | | 3,865,806 | |
| | | | | | | | |
Hotels, Restaurants & Leisure—6.3% | |
Alsea SAB de CV | | | 397,545 | | | | 1,229,676 | |
China Lodging Group Ltd., ADR1 | | | 50,475 | | | | 1,294,684 | |
Genting Hong Kong Ltd. | | | 3,699,000 | | | | 1,142,292 | |
Genting Malaysia Bhd | | | 482,100 | | | | 453,376 | |
Genting Singapore plc | | | 400,000 | | | | 216,932 | |
Homeinns Hotel Group, ADR1 | | | 48,220 | | | | 1,282,652 | |
Jollibee Foods Corp. | | | 95,700 | | | | 391,805 | |
Mandarin Oriental International Ltd. | | | 353,000 | | | | 528,824 | |
Paradise Co. Ltd. | | | 6,700 | | | | 128,572 | |
Syngene International Ltd.1,2 | | | 213,123 | | | | 1,048,863 | |
| | | | | | | 7,717,676 | |
| | | | | | | | |
Household Durables—0.7% | |
Cyrela Brazil Realty SA Empreendimentos e Participacoes | | | 171,600 | | | | 397,458 | |
Symphony Ltd. | | | 15,833 | | | | 474,677 | |
| | | | | | | 872,135 | |
| | | | | | | | |
Internet & Catalog Retail—3.0% | |
Cnova NV1 | | | 333,160 | | | | 1,492,557 | |
Jumei International Holding Ltd., ADR1 | | | 23,440 | | | | 242,370 | |
| | | | | | | | |
| | Shares | | | Value | |
Internet & Catalog Retail (Continued) | |
Qunar Cayman Islands Ltd., ADR1 | | | 17,500 | | | $ | 568,750 | |
Vipshop Holdings Ltd., ADR1 | | | 76,480 | | | | 1,375,875 | |
| | | | | | | 3,679,552 | |
| | | | | | | | |
Media—3.9% | | | | | | | | |
Cyfrowy Polsat SA1 | | | 140,904 | | | | 844,084 | |
Eros International Media Ltd.1 | | | 295,523 | | | | 2,124,149 | |
Global Mediacom Tbk PT | | | 8,724,000 | | | | 733,164 | |
Smiles SA | | | 85,600 | | | | 1,129,170 | |
| | | | | | | 4,830,567 | |
| | | | | | | | |
Specialty Retail—1.6% | | | | | | | | |
FF Group1 | | | 39,837 | | | | 848,413 | |
Shanghai La Chapelle Fashion Co. Ltd., Cl. H2 | | | 323,800 | | | | 585,825 | |
Via Varejo SA | | | 260,400 | | | | 488,970 | |
| | | | | | | 1,923,208 | |
| | | | | | | | |
Textiles, Apparel & Luxury Goods—4.4% | |
Arvind Ltd. | | | 228,305 | | | | 926,989 | |
Eclat Textile Co. Ltd. | | | 54,000 | | | | 811,296 | |
Fila Korea Ltd. | | | 8,928 | | | | 791,766 | |
HOSA International Ltd. | | | 5,510,000 | | | | 2,176,678 | |
LPP SA | | | 194 | | | | 400,154 | |
Page Industries Ltd. | | | 1,418 | | | | 298,506 | |
| | | | | | | 5,405,389 | |
| | | | | | | | |
Consumer Staples—7.0% | | | | | | | | |
Food & Staples Retailing—2.9% | | | | | | | | |
Almacenes Exito SA | | | 34,060 | | | | 187,103 | |
Big C Supercenter PCL | | | 54,700 | | | | 302,914 | |
Jeronimo Martins SGPS SA | | | 142,452 | | | | 1,968,568 | |
Sumber Alfaria Trijaya Tbk PT | | | 24,937,909 | | | | 1,026,651 | |
| | | | | | | 3,485,236 | |
| | | | | | | | |
Food Products—1.1% | | | | | | | | |
Kaveri Seed Co. Ltd. | | | 89,785 | | | | 660,302 | |
Thai Union Frozen Products PCL | | | 1,165,400 | | | | 565,486 | |
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13 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
STATEMENT OF INVESTMENTS Continued
| | | | | | | | |
| | Shares | | | Value | |
Food Products (Continued) | |
Vietnam Dairy Products JSC | | | 30,000 | | | $ | 133,533 | |
| | | | 1,359,321 | |
| | | | | | | | |
Personal Products—3.0% | | | | | | | | |
Amorepacific Corp. | | | 7,180 | | | | 2,292,680 | |
Cosmax, Inc. | | | 7,739 | | | | 1,412,520 | |
| | | | 3,705,200 | |
| | | | | | | | |
Financials—15.2% | | | | | | | | |
Capital Markets—0.8% | | | | | | | | |
Coronation Fund Managers Ltd. | | | 177,074 | | | | 984,998 | |
| | | | | | | | |
Commercial Banks—6.9% | | | | | | | | |
3SBio, Inc.1,2 | | | 645,500 | | | | 648,432 | |
Bank of Georgia Holdings plc | | | 55,994 | | | | 1,488,157 | |
Capitec Bank Holdings Ltd. | | | 17,105 | | | | 622,259 | |
Commercial Bank of Ceylon plc | | | 1,392,157 | | | | 1,794,667 | |
Commercial International Bank Egypt SAE | | | 321,371 | | | | 2,032,053 | |
Guaranty Trust Bank plc | | | 8,790,719 | | | | 1,010,980 | |
Zenith Bank plc | | | 11,636,732 | | | | 887,455 | |
| | | | | | | 8,484,003 | |
| | | | | | | | |
Consumer Finance—2.7% | | | | | | | | |
Gentera SAB de CV | | | 904,227 | | | | 1,433,644 | |
Shriram Transport Finance Co. Ltd. | | | 148,654 | | | | 1,812,978 | |
| | | | | | | 3,246,622 | |
| | | | | | | | |
Insurance—2.6% | | | | | | | | |
Anadolu Hayat Emeklilik AS | | | 499,974 | | | | 883,954 | |
Sanlam Ltd. | | | 264,111 | | | | 1,266,650 | |
Sul America SA | | | 224,900 | | | | 1,085,230 | |
| | | | | | | 3,235,834 | |
| | | | | | | | |
Real Estate Management & Development— 2.2% | |
Belle Corp. | | | 18,636,400 | | | | 1,226,407 | |
Parque Arauco SA | | | 847,352 | | | | 1,479,659 | |
| | | | | | | 2,706,066 | |
| | | | | | | | |
Health Care—13.2% | | | | | | | | |
Biotechnology—6.4% | | | | | | | | |
Biocon Ltd. | | | 225,464 | | | | 1,502,558 | |
Medy-Tox, Inc. | | | 8,164 | | | | 3,510,659 | |
| | | | | | | | |
| | Shares | | | Value | |
Biotechnology (Continued) | |
Naturalendo Tech Co. Ltd.1 | | | 21,596 | | | $ | 505,517 | |
Seegene, Inc. | | | 41,808 | | | | 1,626,067 | |
Taiwan Liposome Co. Ltd.1 | | | 182,000 | | | | 666,009 | |
| | | | | | | 7,810,810 | |
| | | | | | | | |
Health Care Providers & Services—1.7% | |
Bumrungrad Hospital PCL | | | 235,000 | | | | 1,514,437 | |
Odontoprev SA | | | 230,300 | | | | 621,051 | |
| | | | | | | 2,135,488 | |
| | | | | | | | |
Pharmaceuticals—5.1% | | | | | | | | |
Ajanta Pharma Ltd. | | | 37,835 | | | | 854,721 | |
Aspen Pharmacare Holdings Ltd.1 | | | 32,309 | | | | 830,044 | |
Celltrion, Inc.1 | | | 32,349 | | | | 1,939,870 | |
Glenmark Pharmaceuticals Ltd.1 | | | 84,293 | | | | 1,435,644 | |
Hua Han Bio-Pharmaceutical Holdings Ltd. | | | 5,042,705 | | | | 639,713 | |
Sihuan Pharmaceutical Holdings Group Ltd. | | | 1,380,000 | | | | 588,945 | |
| | | | | | | 6,288,937 | |
| | | | | | | | |
Industrials—6.4% | | | | | | | | |
Air Freight & Couriers—0.7% | | | | | | | | |
Kerry Logistics Network Ltd. | | | 596,500 | | | | 864,905 | |
| | | | | | | | |
Commercial Services & Supplies—0.8% | | | | | | | | |
KRUK SA | | | 21,229 | | | | 982,962 | |
| | | | | | | | |
Industrial Conglomerates—2.5% | | | | | | | | |
John Keells Holdings plc | | | 1,696,118 | | | | 2,264,999 | |
Yazicilar Holding AS, Cl. A | | | 123,227 | | | | 748,727 | |
| | | | | | | 3,013,726 | |
| | | | | | | | |
Machinery—0.7% | | | | | | | | |
Grupo Rotoplas SAB de CV1 | | | 288,501 | | | | 448,782 | |
Hiwin Technologies Corp. | | | 75,470 | | | | 388,043 | |
| | | | | | | 836,825 | |
| | | | | | | | |
Road & Rail—0.6% | | | | | | | | |
Blue Bird Tbk PT | | | 1,280,300 | | | | 617,258 | |
|
14 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
| | | | | | | | |
| | Shares | | | Value | |
Road & Rail (Continued) | |
Localiza Rent a Car SA | | | 27,600 | | | $ | 170,547 | |
| | | | | | | 787,805 | |
| | | | | | | | |
Trading Companies & Distributors—0.2% | |
Ace Hardware | | | | | | | | |
Indonesia Tbk PT | | | 6,363,200 | | | | 269,550 | |
| | | | | | | | |
Transportation Infrastructure—0.9% | |
International Container Terminal Services, Inc. | | | 577,590 | | | | 1,133,573 | |
| | | | | | | | |
Information Technology—14.7% | | | | | | | | |
Electronic Equipment, Instruments, & Components—3.0% | |
AAC Technologies Holdings, Inc. | | | 199,000 | | | | 1,116,746 | |
Largan Precision Co. Ltd. | | | 28,000 | | | | 2,598,840 | |
| | | | | | | 3,715,586 | |
| | | | | | | | |
Internet Software & Services—3.5% | |
Autohome, Inc., ADR1 | | | 42,700 | | | | 1,328,824 | |
MercadoLibre, Inc. | | | 7,300 | | | | 803,365 | |
Yandex NV, Cl. A1 | | | 52,200 | | | | 636,840 | |
Youku Tudou, Inc., ADR1 | | | 16,500 | | | | 274,065 | |
YY, Inc., ADR1 | | | 22,618 | | | | 1,235,395 | |
| | | | | | | 4,278,489 | |
| | | | | | | | |
IT Services—3.7% | |
Mindtree Ltd. | | | 86,502 | | | | 1,821,574 | |
My EG Services Bhd | | | 4,375,200 | | | | 2,707,934 | |
| | | | | | | 4,529,508 | |
| | | | | | | | |
Semiconductors & Semiconductor Equipment— 2.5% | |
eMemory Technology, Inc. | | | 74,000 | | | | 690,304 | |
Hermes Microvision, Inc. | | | 57,000 | | | | 2,407,805 | |
| | | | | | | 3,098,109 | |
| | | | | | | | |
Software—0.8% | | | | | | | | |
GOLFZON Co. Ltd.1 | | | 8,305 | | | | 651,988 | |
GOLFZONYUWON HOLDINGS Co. Ltd. | | | 31,763 | | | | 251,212 | |
| | | | | | | 903,200 | |
| | | | | | | | |
| | Shares | | | Value | |
Technology Hardware, Storage & Peripherals— 1.2% | |
Catcher Technology Co. Ltd. | | | 143,000 | | | $ | 1,453,882 | |
| | | | | | | | |
Materials—4.5% | | | | | | | | |
Chemicals—3.3% | | | | | | | | |
Bloomage BioTechnology Corp. Ltd. | | | 1,265,000 | | | | 2,011,932 | |
Fatima Fertilizer Co. Ltd. | | | 3,744,284 | | | | 1,748,877 | |
Monsanto India Ltd. | | | 8,153 | | | | 320,580 | |
| | | | | | | 4,081,389 | |
| | | | | | | | |
Construction Materials—1.2% | |
Cementos Argos SA | | | 415,079 | | | | 1,326,252 | |
Shree Cement Ltd.1 | | | 964 | | | | 155,214 | |
| | | | | | | 1,481,466 | |
| | | | | | | | |
Telecommunication Services—0.2% | |
Wireless Telecommunication Services—0.2% | |
Tower Bersama Infrastructure Tbk PT1 | | | 410,000 | | | | 208,363 | |
Total Common Stocks (Cost $116,198,449) | | | | | | | 106,665,341 | |
| | | | | | |
Preferred Stock—1.1% | | | | | | | | |
Banco Davivienda SA, Preference (Cost $2,268,005) | | | 170,900 | | | | 1,333,810 | |
| | | | | | |
Investment Company—9.2% | | | | | | | | |
Oppenheimer Institutional Money Market Fund, Cl. E, 0.17%3,4 (Cost $11,250,190) | | | 11,250,190 | | | | 11,250,190 | |
Total Investments,at Value (Cost $129,716,644) | | | 97.3% | | | | 119,249,341 | |
Net Other Assets (Liabilities) | | | 2.7 | | | | 3,303,775 | |
Net Assets | | | 100.0% | | | $ | 122,553,116 | |
| | | | | | | | |
| | | | | | | | |
|
15 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
STATEMENT OF INVESTMENTS Continued
Footnotes to Statement of Investments
1. Non-income producing security.
2. 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 $2,283,120 or 1.86% of the Fund’s net assets at period end.
3. Rate shown is the 7-day yield at period end.
4. Is or was an affiliate, as defined in the Investment Company Act of 1940, as amended, at or during the reporting period, 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 reporting period in which the issuer was an affiliate are as follows:
| | | | | | | | | | | | | | | | |
| | Shares August 29, 2014a | | | Gross Additions | | | Gross Reductions | | | Shares August 31, 2015 | |
Oppenheimer Institutional Money | | | | | | | | | | | | | | | | |
Market Fund, Cl. E | | | — | | | | 68,862,424 | | | | 57,612,234 | | | | 11,250,190 | |
| | | | |
| | | | | | | | Value | | | Income | |
Oppenheimer Institutional Money Market Fund, Cl. E | | | | | | | $ | 11,250,190 | | | $ | 9,004 | |
a. August 29, 2014 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.
Distribution of investments representing geographic holdings, as a percentage of total investments at value, is as follows:
| | | | | | | | |
Geographic Holdings (Unaudited) | | Value | | | Percent | |
China | | $ | 18,062,807 | | | | 15.1% | |
India | | | 13,116,173 | | | | 11.0 | |
South Korea | | | 13,110,852 | | | | 11.0 | |
Taiwan | | | 12,305,332 | | | | 10.3 | |
United States | | | 11,570,770 | | | | 9.7 | |
Brazil | | | 4,426,599 | | | | 3.7 | |
Sri Lanka | | | 4,059,667 | | | | 3.4 | |
South Africa | | | 3,703,951 | | | | 3.1 | |
Hong Kong | | | 3,175,734 | | | | 2.7 | |
Malaysia | | | 3,161,310 | | | | 2.7 | |
Mexico | | | 3,112,103 | | | | 2.6 | |
Indonesia | | | 2,854,986 | | | | 2.4 | |
Colombia | | | 2,847,166 | | | | 2.4 | |
Philippines | | | 2,751,785 | | | | 2.3 | |
Thailand | | | 2,382,837 | | | | 2.0 | |
Poland | | | 2,227,200 | | | | 1.9 | |
Egypt | | | 2,032,053 | | | | 1.7 | |
Portugal | | | 1,968,568 | | | | 1.6 | |
Nigeria | | | 1,898,435 | | | | 1.6 | |
Pakistan | | | 1,748,877 | | | | 1.5 | |
Turkey | | | 1,632,680 | | | | 1.4 | |
Netherlands | | | 1,492,557 | | | | 1.3 | |
Georgia | | | 1,488,157 | | | | 1.2 | |
Chile | | | 1,479,659 | | | | 1.2 | |
|
16 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
| | | | | | | | |
Geographic Holdings (Unaudited)(Continued) | | Value | | | Percent | |
Greece | | $ | 848,413 | | | | 0.7% | |
Argentina | | | 803,365 | | | | 0.7 | |
Russia | | | 636,840 | | | | 0.5 | |
Singapore | | | 216,932 | | | | 0.2 | |
Vietnam | | | 133,533 | | | | 0.1 | |
| | | | |
Total | | $ | 119,249,341 | | | | 100.0% | |
| | | | |
See accompanying Notes to Financial Statements.
|
17 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
STATEMENT OF ASSETS AND LIABILITIES August 31, 2015
| | | | |
| |
Assets | | | | |
Investments, at value—see accompanying statement of investments: | | | | |
Unaffiliated companies (cost $118,466,454) | | $ | 107,999,151 | |
Affiliated companies (cost $11,250,190) | | | 11,250,190 | |
| | | | |
| | | 119,249,341 | |
| |
Cash | | | 299,999 | |
| |
Cash—foreign currencies (cost $15,835) | | | 15,003 | |
| |
Receivables and other assets: | | | | |
Shares of beneficial interest sold | | | 3,610,036 | |
Dividends | | | 134,450 | |
Investments sold | | | 52,589 | |
Other | | | 9,051 | |
| | | | |
Total assets | | | 123,370,469 | |
|
| |
Liabilities | | | | |
Payables and other liabilities: | | | | |
Shares of beneficial interest redeemed | | | 639,905 | |
Foreign capital gains tax | | | 112,388 | |
Legal, auditing and other professional fees | | | 30,156 | |
Distribution and service plan fees | | | 12,041 | |
Shareholder communications | | | 2,561 | |
Trustees’ compensation | | | 749 | |
Other | | | 19,553 | |
| | | | |
Total liabilities | | | 817,353 | |
|
| |
Net Assets | | $ | 122,553,116 | |
| | | | |
|
| |
Composition of Net Assets | | | | |
Par value of shares of beneficial interest | | $ | 14,901 | |
| |
Additional paid-in capital | | | 143,544,321 | |
| |
Accumulated net investment loss | | | (43,002) | |
| |
Accumulated net realized loss on investments and foreign currency transactions | | | (10,381,636) | |
| |
Net unrealized depreciation on investments and translation of assets and liabilities denominated in foreign currencies | | | (10,581,468) | |
| | | | |
Net Assets | | $ | 122,553,116 | |
| | | | |
|
18 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
| | | | |
| |
Net Asset Value Per Share | | | | |
Class A Shares: | | | | |
Net asset value and redemption price per share (based on net assets of $41,993,055 and 5,109,468 shares of beneficial interest outstanding) | | $ | 8.22 | |
Maximum offering price per share (net asset value plus sales charge of 5.75% of offering price) | | $ | 8.72 | |
| |
Class C Shares: | | | | |
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $10,794,910 and 1,323,625 shares of beneficial interest outstanding) | | $ | 8.16 | |
| |
Class I Shares: | | | | |
Net asset value, redemption price and offering price per share (based on net assets of $101,785 and 12,326 shares of beneficial interest outstanding) | | $ | 8.26 | |
| |
Class R Shares: | | | | |
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $966,264 and 117,794 shares of beneficial interest outstanding) | | $ | 8.20 | |
| |
| |
Class Y Shares: | | | | |
Net asset value, redemption price and offering price per share (based on net assets of $68,697,102 and 8,338,082 shares of beneficial interest outstanding) | | $ | 8.24 | |
See accompanying Notes to Financial Statements.
|
19 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
STATEMENT OF OPERATIONS For the Year Ended August 31, 2015
| | | | |
| |
Investment Income | | | | |
Dividends: | | | | |
Unaffiliated companies (net of foreign withholding taxes of $183,656) | | $ | 1,661,738 | |
Affiliated companies | | | 9,004 | |
| |
Interest | | | 55 | |
| | | | |
Total investment income | | | 1,670,797 | |
|
| |
Expenses | | | | |
Management fees | | | 1,249,421 | |
| |
Distribution and service plan fees: | | | | |
Class A | | | 65,372 | |
Class C | | | 75,991 | |
Class R | | | 2,744 | |
| |
Transfer and shareholder servicing agent fees: | | | | |
Class A | | | 136,286 | |
Class C | | | 16,718 | |
Class I | | | 19 | |
Class R | | | 1,216 | |
Class Y | | | 84,661 | |
| |
Shareholder communications: | | | | |
Class A | | | 9,378 | |
Class C | | | 2,095 | |
Class I | | | 10 | |
Class R | | | 231 | |
Class Y | | | 7,089 | |
| |
Registration fees | | | 113,812 | |
| |
Custodian fees and expenses | | | 83,345 | |
| |
Trustees’ compensation | | | 1,721 | |
| |
Borrowing fees | | | 216 | |
| |
Other | | | 85,685 | |
| | | | |
Total expenses | | | 1,936,010 | |
Less reduction to custodian expenses | | | (2,640) | |
Less waivers and reimbursements of expenses | | | (119,539) | |
| | | | |
Net expenses | | | 1,813,831 | |
| |
Net Investment Loss | | | (143,034) | |
| |
Realized and Unrealized Loss | | | | |
Net realized loss on: | | | | |
Investments from unaffiliated companies (net of foreign capital gains tax of $66) | | | (10,407,004) | |
Foreign currency transactions | | | (30,158) | |
| | | | |
Net realized loss | | | (10,437,162) | |
| |
Net change in unrealized appreciation/depreciation on: | | | | |
Investments (net of foreign capital gains tax of $112,388) | | | (330,397) | |
Translation of assets and liabilities denominated in foreign currencies | | | (9,834,831) | |
| | | | |
Net change in unrealized appreciation/depreciation | | | (10,165,228) | |
| |
Net Decrease in Net Assets Resulting from Operations | | $ | (20,745,424) | |
| | | | |
See accompanying Notes to Financial Statements.
|
20 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Year Ended August 31, 2015 | | | Period Ended August 29, 20141,2 | |
| |
Operations | | | | | | | | |
Net investment income (loss) | | $ | (143,034) | | | $ | 131,877 | |
| |
Net realized gain (loss) | | | (10,437,162) | | | | 6,220 | |
| |
Net change in unrealized appreciation/depreciation | | | (10,165,228) | | | | (416,240) | |
| | | | | | | | |
Net decrease in net assets resulting from operations | | | (20,745,424) | | | | (278,143) | |
|
| |
Dividends and/or Distributions to Shareholders | | | | | | | | |
Dividends from net investment income: | | | | | | | | |
Class A | | | (63,182) | | | | — | |
Class C | | | — | | | | — | |
Class I | | | (20) | | | | — | |
Class R3 | | | — | | | | — | |
Class Y | | | (35,290) | | | | — | |
| | | | |
| | | (98,492) | | | | — | |
|
| |
Distributions from net realized gain: | | | | | | | | |
Class A | | | (37,110) | | | | — | |
Class C | | | (3,002) | | | | — | |
Class I | | | (5) | | | | — | |
Class R3 | | | (175) | | | | — | |
Class Y | | | (11,898) | | | | — | |
| | | | |
| | | (52,190) | | | | — | |
|
| |
Beneficial Interest Transactions | | | | | | | | |
Net increase (decrease) in net assets resulting from beneficial interest transactions: | | | | | | | | |
Class A | | | (9,572,617) | | | | 61,231,106 | |
Class C | | | 9,438,897 | | | | 2,963,032 | |
Class I | | | 111,258 | | | | 19 | |
Class R3 | | | 970,033 | | | | 115,477 | |
Class Y | | | 66,359,825 | | | | 12,010,335 | |
| | | | | | | | |
| | | 67,307,396 | | | | 76,319,969 | |
|
| |
Net Assets | | | | | | | | |
Total increase | | | 46,411,290 | | | | 76,041,826 | |
| |
Beginning of period | | | 76,141,826 | | | | 100,0004 | |
| | | | | | | | |
End of period (including accumulated net investment income (loss) of $(43,002) and $99,661, respectively) | | $ | 122,553,116 | | | $ | 76,141,826 | |
| | | | |
1. August 29, 2014 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.
2. For the period from June 30, 2014 (commencement of operations) to August 29, 2014.
3. Effective July 1, 2014, Class N shares were renamed Class R. See Note 1 of the accompanying Notes.
4. Reflects the value of the Manager’s seed money invested on March 7, 2014.
See accompanying Notes to Financial Statements.
|
21 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
FINANCIAL HIGHLIGHTS
| | | | | | | | |
| | Year Ended Period Ended | |
Class A | | August 31, 2015 | | | August 29, 20141,2 | |
| |
Per Share Operating Data | | | | | | | | |
Net asset value, beginning of period | | $ | 9.93 | | | $ | 10.00 | |
| |
Income (loss) from investment operations: | | | | | | | | |
Net investment income (loss)3 | | | (0.02) | | | | 0.02 | |
Net realized and unrealized loss | | | (1.67) | | | | (0.09) | |
| | | | |
Total from investment operations | | | (1.69) | | | | (0.07) | |
| |
Dividends and/or distributions to shareholders: | | | | | | | | |
Dividends from net investment income | | | (0.01) | | | | 0.00 | |
Distributions from net realized gain | | | (0.01) | | | | 0.00 | |
| | | | |
Total dividends and/or distributions to shareholders | | | (0.02) | | | | 0.00 | |
| |
Net asset value, end of period | | $ | 8.22 | | | $ | 9.93 | |
| | | | |
|
| |
Total Return, at Net Asset Value4 | | | (17.10)% | | | | (0.70)% | |
|
| |
Ratios/Supplemental Data | | | | | | | | |
Net assets, end of period (in thousands) | | $ | 41,993 | | | $ | 60,956 | |
| |
Average net assets (in thousands) | | $ | 61,498 | | | $ | 56,084 | |
| |
Ratios to average net assets:5 | | | | | | | | |
Net investment income (loss) | | | (0.21)% | | | | 1.37% | |
Expenses excluding interest and fees from borrowings | | | 1.71% | | | | 1.75% | |
Interest and fees from borrowings | | | 0.00%6 | | | | 0.00% | |
| | | | |
Total expenses | | | 1.71%7 | | | | 1.75% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 1.70% | | | | 1.65% | |
| |
Portfolio turnover rate | | | 34% | | | | 3% | |
1. For the period from June 30, 2014 (commencement of operations) to August 29, 2014.
2. August 29, 2014 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.
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. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.
5. Annualized for periods less than one full year.
6. Less than 0.005%.
7. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | |
Year Ended August 31, 2015 | | | 1.72% | |
See accompanying Notes to Financial Statements.
|
22 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
| | | | | | | | |
| | Year Ended Period Ended | |
Class C | | August 31, 2015 | | | August 29, 20141,2 | |
| |
Per Share Operating Data | | | | | | | | |
Net asset value, beginning of period | | $ | 9.92 | | | $ | 10.00 | |
| |
Income (loss) from investment operations: | | | | | | | | |
Net investment loss3 | | | (0.08) | | | | (0.00)4 | |
Net realized and unrealized loss | | | (1.67) | | | | (0.08) | |
| | | | |
Total from investment operations | | | (1.75) | | | | (0.08) | |
| |
Dividends and/or distributions to shareholders: | | | | | | | | |
Dividends from net investment income | | | 0.00 | | | | 0.00 | |
Distributions from net realized gain | | | (0.01) | | | | 0.00 | |
| | | | |
Total dividends and/or distributions to shareholders | | | (0.01) | | | | 0.00 | |
| |
Net asset value, end of period | | $ | 8.16 | | | $ | 9.92 | |
| | | | |
|
| |
Total Return, at Net Asset Value5 | | | (17.80)% | | | | (0.80)% | |
|
| |
Ratios/Supplemental Data | | | | | | | | |
Net assets, end of period (in thousands) | | $ | 10,795 | | | $ | 2,987 | |
| |
Average net assets (in thousands) | | $ | 7,615 | | | $ | 1,591 | |
| |
Ratios to average net assets:6 | | | | | | | | |
Net investment loss | | | (0.88)% | | | | (0.31)% | |
Expenses excluding interest and fees from borrowings | | | 2.69% | | | | 2.56% | |
Interest and fees from borrowings | | | 0.00%7 | | | | 0.00% | |
| | | | |
Total expenses | | | 2.69%8 | | | | 2.56% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 2.50% | | | | 2.42% | |
| |
Portfolio turnover rate | | | 34% | | | | 3% | |
1. For the period from June 30, 2014 (commencement of operations) to August 29, 2014.
2. August 29, 2014 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.
3. Per share amounts calculated based on the average shares outstanding during the period.
4. Less than $0.005 per share.
5. 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. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.
6. Annualized for periods less than one full year.
7. Less than 0.005%.
8. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | |
Year Ended August 31, 2015 | | | 2.70% | |
See accompanying Notes to Financial Statements.
|
23 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
FINANCIAL HIGHLIGHTS Continued
| | | | | | | | |
| | Year Ended Period Ended | |
Class I | | August 31, 2015 | | | August 29, 20141,2 | |
| |
Per Share Operating Data | | | | | | | | |
Net asset value, beginning of period | | $ | 9.94 | | | $ | 10.00 | |
| |
Income (loss) from investment operations: | | | | | | | | |
Net investment income3 | | | 0.05 | | | | 0.03 | |
Net realized and unrealized loss | | | (1.70) | | | | (0.09) | |
| | | | |
Total from investment operations | | | (1.65) | | | | (0.06) | |
| |
Dividends and/or distributions to shareholders: | | | | | | | | |
Dividends from net investment income | | | (0.02) | | | | 0.00 | |
Distributions from net realized gain | | | (0.01) | | | | 0.00 | |
| | | | |
Total dividends and/or distributions to shareholders | | | (0.03) | | | | 0.00 | |
| |
Net asset value, end of period | | $ | 8.26 | | | $ | 9.94 | |
| | | | |
|
| |
Total Return, at Net Asset Value4 | | | (16.68)% | | | | (0.60)% | |
|
| |
Ratios/Supplemental Data | | | | | | | | |
Net assets, end of period (in thousands) | | $ | 102 | | | $ | 10 | |
| |
Average net assets (in thousands) | | $ | 64 | | | $ | 11 | |
| |
Ratios to average net assets:5 | | | | | | | | |
Net investment income | | | 0.54% | | | | 1.58% | |
Expenses excluding interest and fees from borrowings | | | 1.60% | | | | 1.41% | |
Interest and fees from borrowings | | | 0.00%6 | | | | 0.00% | |
| | | | |
Total expenses | | | 1.60%7 | | | | 1.41% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 1.25% | | | | 1.17% | |
| |
Portfolio turnover rate | | | 34% | | | | 3% | |
1. For the period from June 30, 2014 (commencement of operations) to August 29, 2014.
2. August 29, 2014 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.
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. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.
5. Annualized for periods less than one full year.
6. Less than 0.005%.
7. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | |
Year Ended August 31, 2015 | | | 1.61% | |
See accompanying Notes to Financial Statements.
|
24 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
| | | | | | | | |
| | Year Ended Period Ended | |
Class R | | August 31, 2015 | | | August 29, 20141,2 | |
| |
Per Share Operating Data | | | | | | | | |
Net asset value, beginning of period | | $ | 9.93 | | | $ | 10.00 | |
| |
Income (loss) from investment operations: | | | | | | | | |
Net investment income (loss)3 | | | (0.03) | | | | 0.004 | |
Net realized and unrealized loss | | | (1.69) | | | | (0.07) | |
| | | | |
Total from investment operations | | | (1.72) | | | | (0.07) | |
| |
Dividends and/or distributions to shareholders: | | | | | | | | |
Dividends from net investment income | | | 0.00 | | | | 0.00 | |
Distributions from net realized gain | | | (0.01) | | | | 0.00 | |
| | | | |
Total dividends and/or distributions to shareholders | | | (0.01) | | | | 0.00 | |
| |
Net asset value, end of period | | $ | 8.20 | | | $ | 9.93 | |
| | | | |
|
| |
Total Return, at Net Asset Value5 | | | (17.38)% | | | | (0.70)% | |
|
| |
Ratios/Supplemental Data | | | | | | | | |
Net assets, end of period (in thousands) | | $ | 966 | | | $ | 127 | |
| |
Average net assets (in thousands) | | $ | 555 | | | $ | 47 | |
| |
Ratios to average net assets:6 | | | | | | | | |
Net investment income (loss) | | | (0.36)% | | | | 0.07% | |
Expenses excluding interest and fees from borrowings | | | 2.24% | | | | 2.05% | |
Interest and fees from borrowings | | | 0.00%7 | | | | 0.00% | |
| | | | |
Total expenses | | | 2.24%8 | | | | 2.05% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 2.00% | | | | 1.93% | |
| |
Portfolio turnover rate | | | 34% | | | | 3% | |
1. For the period from June 30, 2014 (commencement of operations) to August 29, 2014.
2. August 29, 2014 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.
3. Per share amounts calculated based on the average shares outstanding during the period.
4. Less than $0.005 per share.
5. 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. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.
6. Annualized for periods less than one full year.
7. Less than 0.005%.
8. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | |
Year Ended August 31, 2015 | | | 2.25% | |
See accompanying Notes to Financial Statements.
|
25 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
FINANCIAL HIGHLIGHTS Continued
| | | | | | | | |
| | Year Ended Period Ended | |
Class Y | | August 31, 2015 | | | August 29, 20141,2 | |
| |
Per Share Operating Data | | | | | | | | |
Net asset value, beginning of period | | $ | 9.94 | | | $ | 10.00 | |
| |
Income (loss) from investment operations: | | | | | | | | |
Net investment income3 | | | 0.01 | | | | 0.01 | |
Net realized and unrealized loss | | | (1.68) | | | | (0.07) | |
| | | | |
Total from investment operations | | | (1.67) | | | | (0.06) | |
| |
Dividends and/or distributions to shareholders: | | | | | | | | |
Dividends from net investment income | | | (0.02) | | | | 0.00 | |
Distributions from net realized gain | | | (0.01) | | | | 0.00 | |
| | | | |
Total dividends and/or distributions to shareholders | | | (0.03) | | | | 0.00 | |
| |
Net asset value, end of period | | $ | 8.24 | | | $ | 9.94 | |
| | | | |
|
| |
Total Return, at Net Asset Value4 | | | (16.92)% | | | | (0.60)% | |
|
| |
Ratios/Supplemental Data | | | | | | | | |
Net assets, end of period (in thousands) | | $ | 68,697 | | | $ | 12,062 | |
| |
Average net assets (in thousands) | | $ | 38,619 | | | $ | 6,734 | |
| |
Ratios to average net assets:5 | | | | | | | | |
Net investment income | | | 0.14% | | | | 0.38% | |
Expenses excluding interest and fees from borrowings | | | 1.72% | | | | 1.59% | |
Interest and fees from borrowings | | | 0.00%6 | | | | 0.00% | |
| | | | |
Total expenses | | | 1.72%7 | | | | 1.59% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 1.45% | | | | 1.40% | |
| |
Portfolio turnover rate | | | 34% | | | | 3% | |
1. For the period from June 30, 2014 (commencement of operations) to August 29, 2014.
2. August 29, 2014 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.
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. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.
5. Annualized for periods less than one full year.
6. Less than 0.005%.
7. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | |
Year Ended August 31, 2015 | | | 1.73% | |
See accompanying Notes to Financial Statements.
|
26 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
NOTES TO FINANCIAL STATEMENTS August 31, 2015
1. Organization
Oppenheimer Emerging Markets Innovators Fund (the “Fund”) is a diversified open-end management investment company registered under the Investment Company Act of 1940 (“1940 Act”), as amended. The Fund’s investment objective is to seek capital appreciation. The Fund’s investment adviser is OFI Global Asset Management, Inc. (“OFI Global” or the “Manager”), a wholly-owned subsidiary of OppenheimerFunds, Inc. (“OFI” or the “Sub-Adviser”). The Manager has entered into a sub-advisory agreement with OFI. The Fund commenced operations on June 30, 2014.
The Fund offers Class A, Class C, Class I, Class R and Class Y shares. As of July 1, 2014, Class N shares were renamed Class R shares. Class N shares subject to a contingent deferred sales charge (“CDSC”) on July 1, 2014, continue to be subject to a CDSC after the shares were renamed. Purchases of Class R shares occurring on or after July 1, 2014, are not subject to a CDSC upon redemption. Class A shares are sold at their offering price, which is normally net asset value plus a front-end sales charge. Class C and Class R shares are sold without a front-end sales charge but may be subject to a contingent deferred sales charge (“CDSC”). Class R shares are sold only through retirement plans. Retirement plans that offer Class R shares may impose charges on those accounts. Class I and Class Y shares are sold to certain institutional investors or intermediaries without either a front-end sales charge or a CDSC, however, the intermediaries may impose charges on their accountholders who beneficially own Class I and Class Y shares. All classes of shares have identical rights and voting privileges with respect to the Fund in general and exclusive voting rights on matters that affect that class alone. Earnings, net assets and net asset value per share may differ due to each class having its own expenses, such as transfer and shareholder servicing agent fees and shareholder communications, directly attributable to that class. Class A, C and R shares have separate distribution and/or service plans under which they pay fees. Class I and Class Y shares do not pay such fees.
The following is a summary of significant accounting policies followed in the Fund’s preparation of financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”).
2. Significant Accounting Policies
Security Valuation. All investments in securities are recorded at their estimated fair value, as described in Note 3.
Reporting Period End Date. The last day of the Fund’s reporting period is the last day the New York Stock Exchange was open for trading during the period. The Fund’s financial statements have been presented through that date to maintain consistency with the Fund’s net asset value calculations used for shareholder transactions.
Foreign Currency Translation. The Fund’s accounting records are maintained in U.S. dollars. The values of securities denominated in foreign currencies and amounts related to the purchase and sale of foreign securities and foreign investment income are translated into U.S.
|
27 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
NOTES TO FINANCIAL STATEMENTS Continued
2. Significant Accounting Policies (Continued)
dollars 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. Foreign exchange rates may be valued primarily using a reliable bank, dealer or service authorized by the Board of Trustees.
Reported net realized gains and losses from foreign currency transactions arise from sales of portfolio securities, sales and maturities of short-term securities, sales of foreign currencies, exchange rate fluctuations between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized appreciation and depreciation on the translation of assets and liabilities denominated in foreign currencies arise from changes in the values of assets and liabilities, including investments in securities at fiscal period end, resulting from changes in exchange rates.
The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and reported with all other foreign currency gains and losses in the Fund’s Statement of Operations.
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.
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 and capital gain distributions, if any, are declared and paid annually or at other times as deemed necessary by the Manager.
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 the Fund, at a rate equal to the Federal Funds Rate plus 0.50%. The “Reduction to custodian expenses” line item, if applicable,
|
28 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
2. Significant Accounting Policies (Continued)
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.
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 remains open for the three preceding fiscal reporting period ends.
The tax components of capital shown in the following table represent distribution requirements the Fund must satisfy under the income tax regulations, losses the Fund may be able to offset against income and gains realized in future years and unrealized appreciation or depreciation of securities and other investments for federal income tax purposes.
| | | | | | | | | | | | |
Undistributed Net Investment Income | | Undistributed Long-Term Gain | | | Accumulated Loss Carryforward1,2,3,4 | | | Net Unrealized Depreciation Based on cost of Securities and Other Investments for Federal Income Tax Purposes | |
| |
$— | | | $— | | | | $10,343,114 | | | | $10,662,561 | |
1. At period end, the Fund had $10,320,161 of net capital loss carryforward 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 | | | |
| |
No expiration | | $ | 10,320,161 | |
Of these losses, $8,533,794 are subject to Sec. 382 loss limitation rules resulting from ownership change activity. These limitations generally reduce the utilization of these losses to a maximum of $3,248,211 per year.
2. The Fund had $22,953 of post-October foreign currency losses which were deferred.
3. During the reporting period, the Fund did not utilize any capital loss carryforward.
4. During the previous reporting period, the Fund did not utilize any capital loss carryforward.
|
29 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
NOTES TO FINANCIAL STATEMENTS Continued
2. Significant Accounting Policies (Continued)
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 determined in accordance with federal income tax requirements, which may differ from the character of net investment income or net realized gains presented in those financial statements in accordance with GAAP. 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.
Accordingly, the following amounts have been reclassified for the reporting period. Net assets of the Fund were unaffected by the reclassifications.
| | | | | | | | |
Reduction to Paid-in Capital | | Reduction to Accumulated Net Investment Loss | | | Reduction to Accumulated Net Realized Loss on Investments | |
| |
$154,643 | | | $98,863 | | | | $55,780 | |
The tax character of distributions paid during the reporting periods:
| | | | | | | | |
| | Year Ended August 31, 2015 | | | Period Ended August 31, 2014 | |
| |
Distributions paid from: | | | | | | | | |
Ordinary income | | $ | 150,682 | | | $ | — | |
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 at period end 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.
| | | | |
Federal tax cost of securities | | $ | 129,797,737 | |
Federal tax cost of other investments | | | 15,835 | |
| | | | |
Total federal tax cost | | $ | 129,813,572 | |
| | | | |
Gross unrealized appreciation | | $ | 13,393,850 | |
Gross unrealized depreciation | | | (24,056,411) | |
| | | | |
Net unrealized depreciation | | $ | (10,662,561) | |
| | | | |
Certain foreign countries impose a tax on capital gains which is accrued by the Fund based on unrealized appreciation, if any, on affected securities. The tax is paid when the gain is realized.
Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported 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.
|
30 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
3. 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.
The Fund’s Board has adopted procedures for the valuation of the Fund’s securities and has delegated the day-to-day responsibility for valuation determinations under those procedures to the Manager. The Manager has established a Valuation Committee which is responsible for determining a “fair valuation” for any security for which market quotations are not “readily available.” The Valuation Committee’s fair valuation determinations are subject to review, approval and ratification by the Fund’s Board at its next regularly scheduled meeting covering the calendar quarter in which the fair valuation was determined.
Valuation Methods and Inputs
Securities are valued using unadjusted quoted market prices, when available, as supplied primarily by third party pricing services or dealers.
The following methodologies are used to determine the market value or the fair value of the types of securities described below:
Securities traded on a registered U.S. securities exchange (including exchange-traded derivatives other than futures and futures options) are valued based on the last sale price of the security reported on the principal exchange on which it is traded, 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 closing “bid” and “asked” prices, and if not, at the current day’s closing bid price. A security of a foreign issuer traded on a foreign exchange, but not listed on a registered U.S. securities exchange, is valued based on the last sale price on the principal exchange on which the security is traded, as identified by the third party pricing service used by the Manager, prior to the time when the Fund’s assets are valued. If the last sale price is unavailable, the security is valued at the most recent official closing price on the principal exchange on which it is traded. If the last sales price or official closing price for a foreign security is not available, the security is valued at the mean between the bid and asked price per the exchange or, if not available from the exchange, obtained from two dealers. If bid and asked prices are not available from either the exchange or two dealers, the security is valued by using one of the following methodologies (listed in order of priority): (1) using a bid from the exchange, (2) the mean between the bid and asked price as provided by a single dealer, or (3) a bid from a single dealer.
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 and government debt securities (of U.S. or foreign issuers) and municipal debt securities, event-linked bonds, loans, mortgage-backed securities, collateralized mortgage obligations, and asset-backed securities are valued at the mean between the “bid” and “asked” prices utilizing evaluated prices obtained from third party pricing services or broker-dealers who may use matrix pricing methods to determine the evaluated prices.
Short-term money market type debt securities with a remaining maturity 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. Short-term debt securities with a
|
31 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
NOTES TO FINANCIAL STATEMENTS Continued
3. Securities Valuation (Continued)
remaining maturity in excess of sixty days are valued at the mean between the “bid” and “asked” prices utilizing evaluated prices obtained from third party pricing services or broker-dealers.
A description of the standard inputs that may generally be considered by the third party pricing vendors in determining their evaluated prices is provided below.
| | |
Security Type | | Standard inputs generally considered 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. |
If a market value or price cannot be determined for a security using the methodologies described above, or if, in the “good faith” opinion of the Manager, the market value or price obtained does not constitute a “readily available market quotation,” or a significant event has occurred that would materially affect the value of the security, the security is fair valued either (i) by a standardized fair valuation methodology applicable to the security type or the significant event as previously approved by the Valuation Committee and the Fund’s Board or (ii) as determined in good faith by the Manager’s Valuation Committee. The Valuation Committee considers all relevant facts that are reasonably available, through either public information or information available to the Manager, when determining the fair value of a security. Fair value determinations by the Manager are subject to review, approval and ratification by the Fund’s Board at its next regularly scheduled meeting covering the calendar quarter in which the fair valuation was determined. Those fair valuation standardized methodologies include, but are not limited to, valuing securities at the last sale price or 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 further adjusted for any discounts related to security-specific 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 nor can it be assured that the Fund can obtain the fair value assigned to a security if it were to sell the security.
To assess the continuing appropriateness of security valuations, the Manager, or its third party service provider who is subject to oversight by the Manager, regularly compares prior day prices, prices on comparable securities, and sale prices to the current day prices and challenges those prices exceeding certain tolerance levels with the third party pricing service or broker source. For those securities valued by fair valuations, whether through a standardized fair valuation methodology or a fair valuation determination, the Valuation Committee reviews and affirms the reasonableness of the valuations based on such
|
32 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
3. Securities Valuation (Continued)
methodologies and fair valuation determinations on a regular basis after considering all relevant information that is reasonably available.
Classifications
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. 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 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).
The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.
The table below categorizes amounts that are included in the Fund’s Statement of Assets and Liabilities at period end 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: | | | | | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | | | | | |
Consumer Discretionary | | $ | 13,367,968 | | | $ | 18,215,520 | | | $ | — | | | $ | 31,583,488 | |
Consumer Staples | | | 187,103 | | | | 8,362,654 | | | | — | | | | 8,549,757 | |
Financials | | | 4,550,927 | | | | 14,106,596 | | | | — | | | | 18,657,523 | |
Health Care | | | 621,051 | | | | 15,025,239 | | | | 588,945 | | | | 16,235,235 | |
Industrials | | | 619,329 | | | | 7,270,017 | | | | — | | | | 7,889,346 | |
Information Technology | | | 4,278,489 | | | | 13,700,285 | | | | — | | | | 17,978,774 | |
Materials | | | 1,326,252 | | | | 4,236,603 | | | | — | | | | 5,562,855 | |
Telecommunication Services | | | — | | | | 208,363 | | | | — | | | | 208,363 | |
Preferred Stock | | | 1,333,810 | | | | — | | | | — | | | | 1,333,810 | |
Investment Company | | | 11,250,190 | | | | — | | | | — | | | | 11,250,190 | |
| | | | |
Total Assets | | $ | 37,535,119 | | | $ | 81,125,277 | | | $ | 588,945 | | | $ | 119,249,341 | |
| | | | |
Forward currency exchange contracts and futures contracts, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. All additional assets and liabilities included in the above table are reported at their market value at measurement date.
The table below shows the transfers between level 1, Level 2 and Level 3. The Fund’s policy is to recognize transfers in and transfers out as of the beginning of the reporting period.
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33 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
NOTES TO FINANCIAL STATEMENTS Continued
3. Securities Valuation (Continued)
| | | | | | | | | | | | | | | | | | | | |
| | Transfers into | | | Transfers out | | | Transfers into | | | Transfers out | | | Transfers into | |
| | Level 1 | | | of Level 1 | | | Level 2 | | | of Level 2 | | | Level 3 | |
| |
Assets Table | | | | | | | | | | | | | | | | | | | | |
Investments, at Value: | | | | | | | | | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | | | | | | | | | |
Consumer | | | | | | | | | | | | | | | | | | | | |
Discretionary | | $ | 2,919,154 | a | | $ | – | | | $ | – | | | $ | (2,919,154) | a | | $ | – | |
Financials | | | 3,446,403 | a | | | (2,211,147) | b | | | 2,211,147 | b | | | (3,446,403) | a | | | – | |
Health Care | | | – | | | | – | | | | – | | | | (346,124) | c | | | 346,124c | |
Preferred Stock | | | 966,601 | a | | | – | | | | – | | | | (966,601) | a | | | – | |
| | | | |
Total Assets | | $ | 7,332,158 | | | $ | (2,211,147) | | | $ | 2,211,147 | | | $ | (7,678,282) | | | $ | 346,124 | |
| | | | |
a. Transferred from Level 2 to Level 1 due to the presence of a readily available unadjusted quoted market price.
b. Transferred from Level 1 to Level 2 due to the absence of a readily available unadjusted quoted market price.
c. Transferred from Level 2 to Level 3 because of the lack of observable market data.
4. Investments and Risks
Investments in Affiliated Funds. The Fund is permitted to invest in other mutual funds advised by the Manager (“Affiliated Funds”). Affiliated Funds are open-end management investment companies registered under the 1940 Act, as amended. The Manager is the investment adviser of, and the Sub-Adviser provides investment and related advisory services to, the Affiliated Funds. When applicable, the Fund’s investments in Affiliated Funds are included in the Statement of Investments. Shares of Affiliated Funds are valued at their net asset value per share. As a shareholder, the Fund is subject to its proportional share of the Affiliated Funds’ expenses, including their management fee. The Manager will waive fees and/or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund’s investment in the Affiliated Funds.
Each of the Affiliated Funds in which the Fund invests has its own investment risks, and those risks can affect the value of the Fund’s investments and therefore the value of the Fund’s shares. To the extent that the Fund invests more of its assets in one Affiliated Fund than in another, the Fund will have greater exposure to the risks of that Affiliated Fund.
Investment in Oppenheimer Institutional Money Market Fund. The Fund is permitted to invest daily available cash balances in a money market Affiliated 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 or for defensive purposes. IMMF is regulated as a money market fund under the Investment Company Act of 1940, as amended.
Equity Security Risk. Stocks and other equity securities fluctuate in price. The value of the Fund’s portfolio may be affected by changes in the equity markets generally. Equity markets may experience significant short-term volatility and may fall sharply at times. Different markets may behave differently from each other and U.S. equity markets may move in the opposite direction from one or more foreign stock markets. Adverse events in any part of the equity or fixed-income markets may have unexpected negative effects on other market segments.
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34 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
4. Investments and Risks (Continued)
The prices of individual equity securities generally do not all move in the same direction at the same time and a variety of factors can affect the price of a particular company’s securities. These factors may include, but are not limited to, poor earnings reports, a loss of customers, litigation against the company, general unfavorable performance of the company’s sector or industry, or changes in government regulations affecting the company or its industry.
5. Shares of Beneficial Interest
The Fund has authorized an unlimited number of $0.001 par value shares of beneficial interest of each class. Transactions in shares of beneficial interest were as follows:
| | | | | | | | | | | | | | | | |
| | Year Ended August 31, 2015 | | | Period Ended August 29, 20141,2,3 | |
| | Shares | | | Amount | | | Shares | | | Amount | |
| |
Class A | | | | | | | | | | | | | | | | |
Sold | | | 5,862,731 | | | $ | 53,952,731 | | | | 6,203,459 | | | $ | 61,947,593 | |
Dividends and/or distributions reinvested | | | 3,470 | | | | 31,616 | | | | — | | | | — | |
Redeemed | | | (6,892,881 | ) | | | (63,556,964 | ) | | | (73,311 | ) | | | (716,487) | |
| | | | |
Net increase (decrease) | | | (1,026,680 | ) | | $ | (9,572,617 | ) | | | 6,130,148 | | | $ | 61,231,106 | |
| | | | |
| | | | | | | | | | | | | | | | |
| |
Class C | | | | | | | | | | | | | | | | |
Sold | | | 1,248,874 | | | $ | 11,489,113 | | | | 314,654 | | | $ | 3,107,884 | |
Dividends and/or distributions reinvested | | | 329 | | | | 2,992 | | | | — | | | | — | |
Redeemed | | | (226,624 | ) | | | (2,053,208 | ) | | | (14,608 | ) | | | (144,852) | |
| | | | |
Net increase | | | 1,022,579 | | | $ | 9,438,897 | | | | 300,046 | | | $ | 2,963,032 | |
| | | | |
| | | | | | | | | | | | | | | | |
| |
Class I | | | | | | | | | | | | | | | | |
Sold | | | 17,900 | | | $ | 169,134 | | | | — | | | $ | 19 | |
Dividends and/or distributions reinvested | | | — | | | | — | | | | — | | | | — | |
Redeemed | | | (6,574 | ) | | | (57,876 | ) | | | — | | | | — | |
| | | | |
Net increase | | | 11,326 | | | $ | 111,258 | | | | — | | | $ | 19 | |
| | | | |
| | | | | | | | | | | | | | | | |
| |
Class R4 | | | | | | | | | | | | | | | | |
Sold | | | 162,253 | | | $ | 1,492,893 | | | | 12,133 | | | $ | 119,401 | |
Dividends and/or distributions reinvested | | | 18 | | | | 166 | | | | — | | | | — | |
Redeemed | | | (57,210 | ) | | | (523,026 | ) | | | (400 | ) | | | (3,924) | |
| | | | |
Net increase | | | 105,061 | | | $ | 970,033 | | | | 11,733 | | | $ | 115,477 | |
| | | | |
| | | | | | | | | | | | | | | | |
| |
Class Y | | | | | | | | | | | | | | | | |
Sold | | | 9,816,759 | | | $ | 89,670,514 | | | | 1,227,322 | | | $ | 12,155,130 | |
Dividends and/or distributions reinvested | | | 5,178 | | | | 47,169 | | | | — | | | | — | |
Redeemed | | | (2,697,486 | ) | | | (23,357,858 | ) | | | (14,691 | ) | | | (144,795) | |
| | | | |
Net increase | | | 7,124,451 | | | $ | 66,359,825 | | | | 1,212,631 | | | $ | 12,010,335 | |
| | | | |
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35 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
NOTES TO FINANCIAL STATEMENTS Continued
5. Shares of Beneficial Interest (Continued)
1. For the period June 30, 2014 (commencement of operations) to August 29, 2014.
2. August 29, 2014 represents the last business day of the Fund’s reporting period. See Note 2.
3. The Fund sold 6,000 shares of Class A at a value of $60,000 and 1,000 shares of Class C, Class I, Class R and Class Y at a value of $10,000, respectively, to the Manager upon seeding of the Fund on March 7, 2014. These amounts are not reflected in the table above.
4. Effective July 1, 2014, Class N shares were renamed Class R. See Note 1.
6. 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 reporting period were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
| |
Investment securities | | $ | 90,531,451 | | | $ | 33,436,821 | |
7. Fees and Other Transactions with Affiliates
Management Fees. Under the investment advisory agreement, the Fund pays the Manager a management fee based on the daily net assets of the Fund at an annual rate as shown in the following table:
| | | | |
Fee Schedule | | | |
| |
Up to $500 million | | | 1.15% | |
Next $500 million | | | 1.10 | |
Next $4 billion | | | 1.05 | |
Over $5 billion | | | 1.00 | |
The Fund’s effective management fee for the reporting period was 1.15% of average annual net assets before any applicable waivers.
Sub-Adviser Fees. The Manager has retained the Sub-Adviser to provide the day-to-day portfolio management of the Fund. Under the Sub-Advisory Agreement, the Manager pays the Sub-Adviser an annual fee in monthly installments, equal to a percentage of the investment management fee collected by the Manager from the Fund, which shall be calculated after any investment management fee waivers. The fee paid to the Sub-Adviser is paid by the Manager, not by the Fund.
Transfer Agent Fees. OFI Global (the “Transfer Agent”) serves as the transfer and shareholder servicing agent for the Fund. The Fund pays the Transfer Agent a fee based on annual net assets. Fees incurred and average net assets for each class with respect to these services are detailed in the Statement of Operations and Financial Highlights, respectively.
Sub-Transfer Agent Fees. The Transfer Agent has retained Shareholder Services, Inc., a wholly-owned subsidiary of OFI (the “Sub-Transfer Agent”), to provide the day-to-day transfer agent and shareholder servicing of the Fund. Under the Sub-Transfer Agency Agreement, the Transfer Agent pays the Sub-Transfer Agent an annual fee in monthly installments, equal to a percentage of the transfer agent fee collected by the Transfer Agent from the Fund, which shall be calculated after any applicable fee waivers. The fee paid to the Sub-Transfer Agent is paid by the Transfer Agent, not by the Fund.
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36 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
7. Fees and Other Transactions with Affiliates (Continued)
Trustees’ Compensation. The Fund’s Board of Trustees (“Board”) 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 with the compensation deferral plan.
Offering and Organizational Costs. The Manager paid all initial offering and organizational costs associated with the registration and seeding of the Fund.
Distribution and Service Plan (12b-1) Fees. Under its General Distributor’s Agreement with the Fund, OppenheimerFunds Distributor, Inc. (the “Distributor”) acts as the Fund’s principal underwriter in the continuous public offering of the Fund’s classes of shares.
Service Plan for Class A Shares. The Fund has adopted a Service Plan (the “Plan”) for Class A shares pursuant to Rule 12b-1 under the 1940 Act. 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.
Distribution and Service Plans for Class C and Class R Shares. The Fund has adopted Distribution and Service Plans (the “Plans”) for Class C and Class R shares pursuant to Rule 12b-1 under the 1940 Act to compensate the Distributor for distributing those share classes, maintaining accounts and providing shareholder services. Under the Plans, the Fund pays the Distributor an annual asset-based sales charge of 0.75% on Class C shares’ daily net assets and 0.25% on Class R shares’ daily net assets. The Fund also pays a service fee under the Plans at an annual rate of 0.25% of daily net assets. The Plans continue in effect from year to year only if the Fund’s Board of Trustees votes annually to approve their continuance at an in person meeting called for that purpose. Fees incurred by the Fund under the Plans are detailed in the Statement of Operations.
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37 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
NOTES TO FINANCIAL STATEMENTS Continued
7. Fees and Other Transactions with Affiliates (Continued)
Sales Charges. Front-end sales charges and CDSC do not represent expenses of the Fund. They are deducted from the proceeds of sales of Fund shares prior to investment or from redemption proceeds prior to remittance, as applicable. The sales charges retained by the Distributor from the sale of shares and the CDSC retained by the Distributor on the redemption of shares is shown in the following table for the period indicated.
| | | | | | | | | | | | |
| | | | | Class A | | | Class C | |
| | Class A | | | Contingent Deferred | | | Contingent Deferred | |
| | Front-End Sales | | | Sales Charges | | | Sales Charges | |
| | Charges Retained by | | | Retained by | | | Retained by | |
Year Ended | | Distributor | | | Distributor | | | Distributor | |
| |
August 31, 2015 | | | $65,164 | | | | $2,043 | | | | $3,869 | |
Waivers and Reimbursements of Expenses. The Manager has contractually agreed to waive fees and/or reimburse expenses to limit the Fund’s “Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses” (excluding any applicable dividend expense, taxes, interest and fees from borrowing, any subsidiary expenses, Acquired Fund Fees and Expenses, brokerage commissions, extraordinary expenses, interest and fees from borrowing, and certain other Fund expenses) so that, as percentages of average daily net assets, those expenses will not exceed the annual rate of 1.70% for Class A shares, 2.50% for Class C shares, 1.25% for Class I shares, 2.00% for Class R shares and 1.45% for Class Y shares. During the reporting period, the Manager waived $88, $13,480, $218, $1,263 and $98,068 for Class A, Class C, Class I, Class R and Class Y shares, respectively.
The Manager will waive fees and/or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund’s investment in IMMF. During the reporting period, the Manager waived fees and/or reimbursed the Fund $6,422 for IMMF management fees.
Waivers and/or reimbursements may be modified or terminated as set forth according to the terms in the prospectus.
8. Borrowings and Other Financing
Joint Credit Facility. A number of mutual funds managed by the Manager participate in a $1.28 billion revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with atypical redemption activity. Expenses and fees related to the Facility are paid by the participating funds and are disclosed separately or as other expenses on the Statement of Operations. The Fund did not utilize the Facility during the reporting period.
9. Pending Litigation
In 2009, several putative class action lawsuits were filed and later consolidated before the U.S. District Court for the District of Colorado against OppenheimerFunds, Inc. (“OFI”), OppenheimerFunds Distributor, Inc. (“OFDI”), and Oppenheimer Rochester California Municipal Fund, a fund advised by OFI Global Asset Management, Inc. and distributed by the Distributor (the “California Fund”), in connection with the California Fund’s investment
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38 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
9. Pending Litigation (Continued)
performance. The plaintiffs asserted claims against OFI, OFDI and certain present and former trustees and officers of the California Fund under the federal securities laws, alleging, among other things, that the disclosure documents of the California Fund contained misrepresentations and omissions and the investment policies of the California Fund were not followed. Plaintiffs in the suit filed an amended complaint and defendants filed a motion to dismiss. In 2011, the court issued an order which granted in part and denied in part the defendants’ motion to dismiss. In 2012, plaintiffs filed a motion, which defendants opposed, to certify a class and appoint class representatives and class counsel. In March 2015, the court granted plaintiffs’ motion for class certification. In May 2015, the U.S. Court of Appeals for the Tenth Circuit vacated the class certification order and remanded the matter to the district court for further proceedings. In July 2015, the district court held an evidentiary hearing on plaintiffs’ motion for class certification.
OFI and OFDI believe the suit is without merit; that it is premature to render any opinion as to the likelihood of an outcome unfavorable to them in the suit; and that no estimate can yet be made as to the amount or range of any potential loss. Furthermore, OFI believes that the suit should not impair the ability of OFI or OFDI to perform their respective duties to the Fund and that the outcome of the suit should not have any material effect on the operations of any of the Oppenheimer funds.
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39 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Trustees and Shareholders of Oppenheimer Emerging Markets Innovators Fund:
We have audited the accompanying statement of assets and liabilities of Oppenheimer Emerging Markets Innovators Fund, including the statement of investments, as of August 31, 2015, and the related statement of operations for the year then ended, and the statement of changes in net assets and the financial highlights for the year then ended and for the period from June 30, 2014 (commencement of operations) to August 29, 2014. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of August 31, 2015, by correspondence with the custodian and transfer agent. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Oppenheimer Emerging Markets Innovators Fund as of August 31, 2015, the results of its operations for the year then ended, and the changes in its net assets and the financial highlights for the year then ended and for the period from June 30, 2014 (commencement of operations) to August 29, 2014, in conformity with U.S. generally accepted accounting principles.
KPMGLLP
Denver, Colorado
October 26, 2015
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40 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
FEDERAL INCOME TAX INFORMATION Unaudited
In early 2015, if applicable, shareholders of record received information regarding all dividends and distributions paid to them by the Fund during calendar year 2014.
None of the dividends paid by the Fund during the reporting period are eligible for the corporate dividend-received deduction.
A portion, if any, of the dividends paid by the Fund during the reporting period which are not designated as capital gain distributions are eligible for lower individual income tax rates to the extent that the Fund has received qualified dividend income as stipulated by recent tax legislation. The maximum amount allowable but not less than $863,945 of the Fund’s fiscal year taxable income may be eligible for the lower individual income tax rates. In early 2015, shareholders of record received information regarding the percentage of distributions that are eligible for lower individual income tax rates.
The foregoing information is presented to assist shareholders in reporting distributions received from the Fund to the Internal Revenue Service. Because of the complexity of the federal regulations which may affect your individual tax return and the many variations in state and local tax regulations, we recommend that you consult your tax advisor for specific guidance.
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41 OPPENHEIMER EMERGING MARKETS INNOVATORS 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. CALL OPP (225.5677), (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. CALL OPP (225.5677), and (ii) in the 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 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 (or, if available, the fund’s summary 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 (or, if available, the summary prospectus), reports and privacy policy within 30 days of receiving your request to stop householding.
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42 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
TRUSTEES AND OFFICERS Unaudited
| | |
Name, Position(s) Held with the Fund, Length of Service, Year of Birth | | Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships 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 (since 2007), Trustee (since 2014) Year of Birth: 1943 | | Director and Vice Chairman of Community Foundation of the Florida Keys (non-profit) (since July 2012); Trustee of the Board of Trustees, The Jackson Laboratory (non-profit) (1991-2011 and since May 2014); Chairman Emeritus (since August 2011) of The Jackson Laboratory (non-profit); Director of Special Value Opportunities Fund, LLC (registered investment company) (affiliate of the Sub-Adviser’s parent company) (since September 2004); Member of Zurich Insurance Group’s 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 53 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 2014) Year of Birth: 1940 | | Director of THL Credit Inc. (since June 2009); 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 Actua Corporation (information technology company) (since October 2003); formerly, Independent Chairman GSK Employee Benefit Trust (April 2006-June 2013); 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). |
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43 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
TRUSTEES AND OFFICERS Unaudited / Continued
| | |
| |
David K. Downes, Continued | | Oversees 53 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. |
| |
Matthew P. Fink, Trustee (since 2014) Year of Birth: 1941 | | 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 53 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. |
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Edmund P. Giambastiani, Jr., Trustee (since 2014) Year of Birth: 1948 | | Advisory Board Member of the Maxwell School of Citizenship and Public Affairs of Syracuse University (since April 2012); Director of Mercury Defense Systems Inc. (information technology) (August 2011-February 2013); Trustee of the U.S. Naval Academy Foundation (since November 2010); Advisory Board Member of the Massachusetts Institute of Technology Lincoln Laboratory (federally-funded research development center) (since May 2010); Director of The Boeing Company (aerospace and defense) (since October 2009); Trustee of MITRE Corporation (federally-funded research development center) (since September 2008); Independent Director of QinetiQ Group Plc (defense technology and security) (February 2008-August 2011); Director of Monster Worldwide, Inc. (on-line career services) (since January 2008, Lead Director since June 2011); Chairman of Alenia North America, Inc. (military and defense products) (January 2008-October 2009); Director of SRA International, Inc. (information technology and services) (January 2008-July 2011); President of Giambastiani Group LLC (national security and energy consulting) (since October 2007); United States Navy, career nuclear submarine officer (June 1970-October 2007), Vice Chairman of the Joint Chiefs of Staff (2005-October 2007), Supreme Allied Commander of NATO Commander Transformation (2003-2005), Commander, U.S. Joint Forces Command (2002-2005). Since his retirement from the U.S. Navy in October 2007, Admiral Giambastiani has also served on numerous U.S. Government advisory boards, investigations and task forces for the Secretaries of Defense, State and Interior and the Central Intelligence Agency. Oversees 53 portfolios in the OppenheimerFunds complex. Admiral Giambastiani has served on the Boards of certain Oppenheimer funds since February 2013, including as an Advisory Board Member for certain Oppenheimer funds, 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. For purposes of this report, Admiral Giambastiani is identified as a Trustee. |
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Elizabeth Krentzman, Trustee (since 2014) Year of Birth: 1959 | | Advisory Board Member of the Securities and Exchange Commission Historical Society (since 2007); held the following positions at Deloitte & Touche LLP: Principal and Chief Regulatory Advisor for Asset Management Services (2007 - 2014) and U.S. Mutual Fund Leader (2011 - 2014); General Counsel of the Investment Company Institute (trade association) (June 2004 - April 2007); held |
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44 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
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Elizabeth Krentzman, Continued | | the following positions at Deloitte & Touche LLP: National Director of the Investment Management Regulatory Consulting Practice (1997 - 2004), Principal (2003 - 2004), Director (1998 - 2003) and Senior Manager (1997 - 1998); Assistant Director of the Division of Investment Management - Office of Disclosure and Investment Adviser Regulation (1996 - 1997) and various positions with the Division of Investment Management – Office of Regulatory Policy (1991 - 1996) of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray (1987 - 1991); former Chair of the Investment Management Subcommittee of the Washington, D.C. Bar. Oversees 53 portfolios in the OppenheimerFunds complex. Ms. Krentzman has served on the Boards of certain Oppenheimer funds since August 2014, 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. |
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Mary F. Miller, Trustee (since 2014) Year of Birth: 1942 | | 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 53 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. |
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Joel W. Motley, Trustee (since 2014) Year of Birth: 1952 | | Director of Greenwall Foundation (since October 2013); Member of the Vestry of Trinity Wall Street (since April 2012); Director of Southern Africa Legal Services Foundation (since March 2012); Board Member of Pulitzer Center for Crisis Reporting (non-profit journalism) (since March 2011); 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, Member of the Investment Committee and Board of Human Rights Watch (since July 2000) and Member of the Investment Committee and Board of Historic Hudson Valley (since February 2010). Oversees 53 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. |
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Joanne Pace, Trustee (since 2014) Year of Birth: 1958 | | Board Director of Horizon Blue Cross Blue Shield of New Jersey (since November 2012); Advisory Board Director of The Alberleen Group LLC (since March, 2012); Advisory Council Member of 100 Women in Hedge Funds (non-profit) (since December, 2012); Advisory Council Member of Morgan Stanley Children’s Hospital (non-profit) (since May, 2012); Board Director of The Komera Project (non-profit) (since April, 2012); Advisory Board Director of The Agile Trading Group LLC (2012-2013); New York Advisory Board Director of Peace First (non-profit) (2010-2013); Senior Advisor of SECOR Asset Management, LP (2010-2011); Managing Director and Chief Operating Officer of Morgan Stanley |
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45 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
TRUSTEES AND OFFICERS Unaudited / Continued
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Joanne Pace, Continued | | Investment Management (2006-2010); Partner and Chief Operating Officer of FrontPoint Partners, LLC (hedge fund) (2005-2006); held the following positions at Credit Suisse: Managing Director (2003-2005); Global Head of Human Resources and member of Executive Board and Operating Committee (2004-2005), Global Head of Operations and Product Control (2003-2004); held the following positions at Morgan Stanley: Managing Director (1997-2003), Controller and Principal Accounting Officer (1999-2003); Chief Financial Officer (temporary assignment) for the Oversight Committee, Long Term Capital Management (1998-1999). Lead Independent Director and Chair of the Audit and Nominating Committee of The Global Chartist Fund, LLC of Oppenheimer Asset Management (2011-2012); Board Director of Managed Funds Association (2008-2010); Board Director of Morgan Stanley Foundation (2007-2010) and Investment Committee Chair (2008-2010). Oversees 53 portfolios in the OppenheimerFunds complex. Ms. Pace has served on the Boards of certain Oppenheimer funds since November 2012, including as an Advisory Board Member for certain Oppenheimer funds, 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 Board’s deliberations. For purposes of this report, Ms. Pace is identified as a Trustee. |
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Daniel Vandivort, Trustee (since 2014) Year of Birth: 1954 | | Chairman and Lead Independent Director/Trustee (March 2010-September 2014), Chairman of the Audit Committee (March 2009-September 2014) and Director/Trustee (December 2008-September 2014) of the Board of Directors/Trustees of Value Line Funds; Trustee, Board of Trustees of Huntington Disease Foundation of America (June 2007-December 2013): Trustee, Board of Trustees, RIM Retirement Savings Plan (2005-2007); President and Chief Investment Officer, Robeco Investment Management, formerly known as Weiss Peck and Greer (January 2005-June 2007); Member, Management Committee of Robeco Investment Management (2001-2007); Chairman and Trustee of the Board of Trustees of Weiss, Peck and Greer Funds (2004-2005); Managing Director and Head of Fixed Income, Weiss, Peck and Greer (November 1994-January 2005); Managing Director and Head of Fixed Income, CS First Boston Investment Management (January 1992-November 1994); Director, Global Product Development, First Boston Asset Management (November 1989-January 1992); Vice President, Fixed Income Sales, First Boston Corp. (May 1984-November 1989). Oversees 53 portfolios in the OppenheimerFunds complex. Mr. Vandivort has served on the Boards of certain Oppenheimer funds since 2014, 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. |
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INTERESTED TRUSTEES | | Mr. Glavin is an “Interested Trustee” because he is affiliated with the Manager and the Sub-Adviser by virtue of his positions as director of the Sub-Adviser, and as a shareholder of the Sub-Adviser’s parent company. As a Trustee, he serves for an indefinite term, or until his resignation, retirement, death or removal. Mr. Glavin’s address is 225 Liberty Street, New York, New York 10281-1008. |
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| | Mr. Steinmetz is an “Interested Trustee” because he is affiliated with the Manager and the Sub-Adviser by virtue of his positions as Chairman of the Sub-Adviser and officer and director of the Manager. Both as a Trustee and as an officer, Mr. Steinmetz serves for an indefinite term, or until his resignation, retirement, death or removal. Mr. Steinmetz’s address is 225 Liberty Street, New York, New York 10281-1008. |
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46 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
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William F. Glavin, Jr., Trustee (since 2013) Year of Birth: 1958 | | Chairman of the Sub-Adviser (July 2014 -December 2014 and December 2009- December 2012) and Director of the Sub-Adviser (since January 2009); Chairman, Director and Chief Executive Officer (January 2013-June 2014) of the Manager; President of the Manager (January 2013-May 2013); Chief Executive Officer (January 2009-December 2012); President of the Sub-Adviser (May 2009- December 2012); Management Director (June 2009-June 2014), President (December 2009-June 2014) and Chief Executive Officer (January 2011-June 2014) of Oppenheimer Acquisition Corp. (“OAC”) (the Sub-Adviser’s parent holding company); Director of Oppenheimer Real Asset Management, Inc. (March 2010-June 2014); 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 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. An officer of 91 portfolios in the OppenheimerFunds complex. Mr. Glavin has served on the Boards of certain Oppenheimer funds since December 2009, 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. |
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Arthur P. Steinmetz, Trustee (since 2015), President and Principal Executive Officer (since 2014) Year of Birth: 1958 | | Chairman of the Sub-Adviser (since January 2015); CEO and Chairman of the Manager (since July 2014), President of the Manager (since May 2013), a Director of the Manager (since January 2013), Director of the Sub-Adviser (since July 2014), President, Management Director and CEO of Oppenheimer Acquisition Corp. (the Sub-Adviser’s parent holding company) (since July 2014), and President and Director of OFI SteelPath, Inc. (since January 2013). Chief Investment Officer of the OppenheimerFunds advisory entities from (January 2013-December 2013); Executive Vice President of the Manager (January 2013-May 2013); Chief Investment Officer of the Sub-Adviser (October 2010-December 2012); Chief Investment Officer, Fixed-Income, of the Sub-Adviser (April 2009-October 2010); Executive Vice President of the Sub-Adviser (October |
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47 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
TRUSTEES AND OFFICERS Unaudited / Continued
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Arthur P. Steinmetz, Continued | | 2009-December 2012); Director of Fixed Income of the Sub-Adviser (January 2009-April 2009); and a Senior Vice President of the Sub-Adviser (March 1993- September 2009). An officer of 91 portfolios in the OppenheimerFunds complex. |
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OTHER OFFICERS OF THE FUND | | The addresses of the Officers in the chart below are as follows: for Messrs. Leverenz, Gabinet, Mss. Heikenfeld, Sexton and Picciotto, 225 Liberty Street, New York, New York 10281-1008, for Mr. 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. |
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Justin Leverenz, Vice President (since 2014) Year of Birth: 1968 | | Director of Emerging Markets Equities of the Sub-Adviser (since January 2013); Senior Vice President of the Sub-Adviser (since November 2009). Vice President of the Sub-Adviser (July 2004-October 2009). Head of Research in Taiwan and Director of Pan-Asian Technology Research for Goldman Sachs (2002-2004); Analyst and Head of Equity Research in Taiwan for Barclays de Zoete Wedd (now Credit Suisse) (1993-1995) and (1997-2000), respectively. Portfolio manager at Martin Currie Investment Management (1995-1997). |
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Heidi Heikenfeld, Vice President (since 2014) Year of Birth: 1978 | | Vice President of the Sub-Adviser (since January 2011) and Director Equity Research with the Sub-Adviser (since December 2012). Senior Research Analyst (January 2008-December 2012), Research Analyst (2005-2008), and an Analyst (2000-2005) with the Sub-Adviser. |
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Arthur S. Gabinet, Secretary and Chief Legal Officer (since 2014) Year of Birth: 1958 | | Executive Vice President, Secretary and General Counsel of the Manager (since January 2013); General Counsel OFI SteelPath, Inc. (since January 2013); Executive Vice President (May 2010-December 2012) and General Counsel (since January 2011) of the Sub-Adviser; General Counsel of the Distributor (since January 2011); General Counsel of Centennial Asset Management Corporation (January 2011-December 2012); Executive Vice President (January 2011-December 2012) 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; Director of Oppenheimer Real Asset Management, Inc. (January 2011-December 2012) and General Counsel (since January 2011); Executive Vice President (January 2011-December 2011) and General Counsel of Shareholder Financial Services, Inc. and Shareholder Services, Inc. (since January 2011); Executive Vice President (January 2011-December 2012) and General Counsel of OFI Private Investments Inc. (since January 2011); Vice President of OppenheimerFunds Legacy Program (January 2011-December 2011); Executive Vice President (January 2011-December 2012) and General Counsel of OFI Institutional Asset Management, Inc. (since January 2011); General Counsel, Asset Management of the Sub-Adviser (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 91 portfolios in the OppenheimerFunds complex. |
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Jennifer Sexton, Vice President and Chief Business Officer (since 2014) Year of Birth: 1969 | | Senior Vice President of OppenheimerFunds Distributor, Inc. (since June 2014); Vice President of OppenheimerFunds Distributor, Inc. (April 2006-June 2014); Vice President of the Sub-Adviser (January 1998-March 2006); Assistant Vice President of the Sub-Adviser (October 1991-December 1998). An officer of 91 portfolios in the OppenheimerFunds complex. |
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48 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
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Mary Ann Picciotto, Chief Compliance Officer and Chief Anti-Money Laundering Officer (since 2014) Year of Birth: 1973 | | Senior Vice President and Chief Compliance Officer of the Manager (since March 2014); Chief Compliance Officer of the Sub-Adviser, OFI SteelPath, Inc., OFI Global Trust Company, OFI Global Institutional, Inc., Oppenheimer Real Asset Management, Inc., OFI Private Investments, Inc., Harborview Asset Management Corporation, Trinity Investment Management Corporation, and Shareholder Services, Inc. (since March 2014); Managing Director of Morgan Stanley Investment Management Inc. and certain of its various affiliated entities; Chief Compliance Officer of various Morgan Stanley Funds (May 2010-January 2014); Chief Compliance Officer of Morgan Stanley Investment Management Inc. (April 2007-January 2014). An officer of 91 portfolios in the OppenheimerFunds complex. |
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Brian W. Wixted, Treasurer and Principal Financial & Accounting Officer (since 2014) Year of Birth: 1959 | | Senior Vice President of the Manager (since January 2013); Treasurer of the Sub-Adviser, HarbourView Asset Management Corporation, Shareholder Financial Services, Inc., Shareholder Services, Inc., and Oppenheimer Real Asset Management, 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. (November 2000-June 2008), and OppenheimerFunds Legacy Program (charitable trust program established by the Sub-Adviser) (June 2003-December 2011); Treasurer and Chief Financial Officer of OFI Trust Company (since May 2000); Assistant Treasurer of Oppenheimer Acquisition Corporation (March 1999-June 2008). An officer of 91 portfolios in the OppenheimerFunds complex. |
The Fund’s Statement of Additional Information contains additional information about the Fund’s Trustees and Officers and is available without charge upon request, by calling 1.800. CALL OPP (225.5677).
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49 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
OPPENHEIMER EMERGING MARKETS INNOVATORS FUND
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Manager | | OFI Global Asset Management, Inc. |
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Sub-Adviser | | OppenheimerFunds, Inc. |
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Distributor | | OppenheimerFunds Distributor, Inc. |
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Transfer and Shareholder Servicing Agent | | OFI Global Asset Management, Inc. |
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Sub-Transfer Agent | | Shareholder Services, Inc. DBA OppenheimerFunds Services |
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Independent Registered Public Accounting Firm | | KPMG LLP |
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Legal Counsel | | Kramer Levin Naftalis & Frankel LLP |
© 2015 OppenheimerFunds, Inc. All rights reserved.
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50 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
PRIVACY POLICY NOTICE
As an Oppenheimer fund shareholder, you are entitled to know how we protect your personal information and how we limit its disclosure.
Information Sources
We obtain nonpublic personal information about our shareholders from the following sources:
• | | Applications or other forms |
• | | When you create a user ID and password for online account access |
• | | When you enroll in eDocs Direct, our electronic document delivery service |
• | | Your transactions with us, our affiliates or others |
• | | A software program on our website, often referred to as a “cookie,” which indicates which parts of our site you’ve visited |
• | | When you set up challenge questions to reset your password online |
If you visit oppenheimerfunds.com and do not log on to the secure account information areas, we do not obtain any personal information about you. When you do log on to a secure area, we do obtain your user ID and password to identify you. We also use this information to provide you with products and services you have requested, to inform you about products and services that you may be interested in and assist you in other ways.
We do not collect personal information through our website unless you willingly provide it to us, either directly by email or in those areas of the website that request information. In order to update your personal information (including your mailing address, email address and phone number) you must first log on and visit your user profile.
If you have set your browser to warn you before accepting cookies, you will receive the warning message with each cookie. You can refuse cookies by turning them off in your browser. However, doing so may limit your access to certain sections of our website.
We use cookies to help us improve and manage our website. For example, cookies help us recognize new versus repeat visitors to the site, track the pages visited, and enable some special features on the website. This data helps us provide a better service for our website visitors.
Protection of Information
We do not disclose any non-public personal information (such as names on a customer list) about current or former customers to anyone, except as permitted by law.
Disclosure of Information
Copies of confirmations, account statements and other documents reporting activity in your fund accounts are made available to your financial advisor (as designated by you). We may also use details about you and your investments to help us, our financial service affiliates, or firms that jointly market their financial products and services with ours, to better serve your investment needs or suggest financial services or educational material that may be of interest to you. If this requires us to provide you with an opportunity to “opt in” or “opt out” of such information sharing with a firm not affiliated with us, you will receive notification on how to do so, before any such sharing takes place.
Right of Refusal
We will not disclose your personal information to unaffiliated third parties (except as permitted by law), unless we first offer you a reasonable opportunity to refuse or “opt out” of such disclosure.
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51 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
PRIVACY POLICY NOTICE Continued
Internet Security and Encryption
In general, the email services provided by our website are encrypted and provide a secure and private means of communication with us. To protect your own privacy, confidential and/or personal information should only be communicated via email when you are advised that you are using a secure website. As a security measure, we do not include personal or account information in non-secure emails, and we advise you not to send such information to us in non-secure emails. Instead, you may take advantage of the secure features of our website to encrypt your email correspondence. To do this, you will need to use a browser that supports Secure Sockets Layer (SSL) protocol.
We do not guarantee or warrant that any part of our website, including files available for download, are free of viruses or other harmful code. It is your responsibility to take appropriate precautions, such as use of an anti-virus software package, to protect your computer hardware and software.
• | | All transactions, including redemptions, exchanges and purchases, are secured by SSL and 256-bit encryption. SSL is used to establish a secure connection between your PC and OppenheimerFunds’ server. It transmits information in an encrypted and scrambled format. |
• | | Encryption is achieved through an electronic scrambling technology that uses a “key” to code and then decode the data. Encryption acts like the cable converter box you may have on your television set. It scrambles data with a secret code so that no one can make sense of it while it is being transmitted. When the data reaches its destination, the same software unscrambles the data. |
• | | You can exit the secure area by either closing your browser, or for added security, you can use the Log Out button before you close your browser. |
Other Security Measures
We maintain physical, electronic and procedural safeguards to protect your personal account information. Our employees and agents have access to that information only so that they may offer you products or provide services, for example, when responding to your account questions.
How You Can Help
You can also do your part to keep your account information private and to prevent unauthorized transactions. If you obtain a user ID and password for your account, do not allow it to be used by anyone else. Also, take special precautions when accessing your account on a computer used by others.
Who We Are
This joint notice describes the privacy policies of the Oppenheimer funds, OppenheimerFunds, Inc., each of its investment adviser subsidiaries, OppenheimerFunds Distributor, Inc. and OFI Global Trust Co. It applies to all Oppenheimer fund accounts you presently have, or may open in the future, using your Social Security number—whether or not you remain a shareholder of our funds. This notice was last updated March 2015. In the event it is updated or changed, we will post an updated notice on our website at oppenheimerfunds.com. If you have any questions about this privacy policy, write to us at P.O. Box 5270, Denver, CO 80217-5270, email us by clicking on the Contact Us section of our website at oppenheimerfunds.com or call us at 1.800. CALL OPP (225.5677).
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55 OPPENHEIMER EMERGING MARKETS INNOVATORS FUND |
![LOGO](https://capedge.com/proxy/N-CSR/0001193125-15-368653/g16395snap8.jpg)
Visit us at oppenheimerfunds.com for 24-hr access to account information and transactions or call us at 800 CALL OPP (800 225 5677) for 24-hr automated information and automated transactions. Representatives also available Mon–Fri 8am–8pm ET.
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Call Us
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| | Oppenheimer funds are distributed by OppenheimerFunds Distributor, Inc. 225 Liberty Street, New York, NY 10281-1008 © 2015 OppenheimerFunds Distributor, Inc. All rights reserved. RA1607.001.1015 October 22, 2015 |
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions.
Item 3. Audit Committee Financial Expert.
The Board of Trustees of the registrant has determined that David Downes, the Board’s Audit Committee Chairman, is an audit committee financial expert and that Mr. Downes is “independent” for purposes of this Item 3.
Item 4. Principal Accountant Fees and Services.
The principal accountant for the audit of the registrant’s annual financial statements billed $24,200 in fiscal 2015 and $24,600 in fiscal 2014.
The principal accountant for the audit of the registrant’s annual financial statements billed no such fees in fiscal 2015 and $5,700 in fiscal 2014.
The principal accountant for the audit of the registrant’s annual financial statements billed $815,922 in fiscal 2015 and $476,156 in fiscal 2014 to 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.
Such services include: Internal control reviews, GIPS attestation procedures, system conversion testing, and corporate restructuring
The principal accountant for the audit of the registrant’s annual financial statements billed $425 in fiscal 2015 and no such fees in fiscal 2014.
The principal accountant for the audit of the registrant’s annual financial statements billed $595,129 in fiscal 2015 and $336,709 in fiscal 2014 to 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.
Such services include: tax compliance, tax planning and tax advice. Tax compliance generally involves preparation of original and amended tax returns, claims for a refund and tax payment-planning services. Tax planning and tax advice includes assistance with tax audits and appeals, tax advice related to mergers and acquisitions and requests for rulings or technical advice from taxing authorities.
The principal accountant for the audit of the registrant’s annual financial statements billed no such fees in fiscal 2015 and no such fees in fiscal 2014.
The principal accountant for the audit of the registrant’s annual financial statements billed no such fees in fiscal 2015 and no such fees in fiscal 2014 to 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.
Such fees would include the cost to the principal accountant of attending audit committee meetings and consultations regarding the registrant’s retirement plan with respect to its Trustees.
(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 may be 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 its 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) 0%
(f) | Not applicable as less than 50%. |
(g) | The principal accountant for the audit of the registrant’s annual financial statements billed 1,411,476 in fiscal 2015 and $812,865 in fiscal 2014 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. |
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Schedule of Investments.
a) Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.
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
None
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 8/31/2015, 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) Exhibit attached hereto. |
(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 Emerging Markets Innovators Fund
| | | | |
By: | | /s/ Arthur P. Steinmetz | | |
| | Arthur P. Steinmetz | | |
| | Principal Executive Officer | | |
Date: | | 10/12/2015 | | |
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/ Arthur P. Steinmetz | | |
| | Arthur P. Steinmetz | | |
| | Principal Executive Officer | | |
Date: | | 10/12/2015 | | |
| | |
By: | | /s/ Brian W. Wixted | | |
| | Brian W. Wixted | | |
| | Principal Financial Officer | | |
Date: | | 10/12/2015 | | |