OMB APPROVAL
OMB Number: 3235-0570
Expires: August 31, 2013
Estimated average burden
hours per response.....18.9
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 811-21460
Pioneer Series Trust II
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Terrence J. Cullen, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: December 31
Date of reporting period: January 1, 2011 through June 30, 2011
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO SHAREOWNERS.
Pioneer Growth
Opportunities Fund
--------------------------------------------------------------------------------
Semiannual Report | June 30, 2011
--------------------------------------------------------------------------------
Ticker Symbols:
Class A PGOFX
Class B GOFBX
Class C GOFCX
Class R PGRRX
Class Y GROYX
[LOGO] PIONEER
Investments(R)
visit us: pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 8
Prices and Distributions 9
Performance Update 10
Comparing Ongoing Fund Expenses 15
Schedule of Investments 17
Financial Statements 26
Notes to Financial Statements 35
Trustees, Officers and Service Providers 43
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 1
President's Letter
Dear Shareowner,
The U.S. economy went through a soft patch in the first half of 2011, and the
second half of the year, so far, has been highlighted by the U.S. government's
battle over the debt ceiling and Standard & Poor's downgrade of the U.S.
Treasury's credit rating from the top rating of "AAA" for the first time in
history. The markets reacted quite negatively to the credit downgrade, and
there is concern about the strength of the global economy going forward.
Pioneer is cautiously optimistic that the U.S. economy will see moderate
economic growth over the balance of 2011, though at a slower pace than we had
expected earlier this year. While housing and employment remain weak, the
private sector shows signs of slow but steady improvement, led by higher
capital investment, solid exports, improved consumption, and gradually rising
demand for consumer auto loans and commercial loans. At the same time, the
risks to growth remain substantial, including high unemployment, continued
delays in the housing sector's recovery, and the fiscal drag of U.S. federal
and state budget cuts.
The difficult recovery process has been accompanied by wide market swings.
While this is a challenging environment, our investment professionals continue
to focus on finding good opportunities to invest in both equity and bond
markets using the same disciplined approach Pioneer has used since 1928. Our
approach is to identify undervalued individual securities with the greatest
potential for success, carefully weighing risk against reward. Our teams of
investment professionals continually monitor and analyze the relative
valuations of different sectors and securities globally to help build
portfolios that we believe can help you achieve your investment goals.
At Pioneer, we have long advocated the benefits of staying diversified and
investing for the long term. The strategy has generally performed well for many
investors. Our advice, as always, is to work closely with a trusted financial
advisor to discuss your goals and work together to develop an investment
strategy that meets your individual needs. There is no single best strategy
that works for every investor.
We invite you to learn more about Pioneer and our time-tested approach to
investing by consulting with your financial advisor or visiting us online at
2 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
us.pioneerinvestments.com. We greatly appreciate your trust in us and we thank
you for investing with Pioneer.
Sincerely,
/s/ Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA, Inc.
Any information in this shareowner report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 3
Portfolio Management Discussion | 6/30/11
In the following interview, Brian Stack, senior vice president and portfolio
manager at Pioneer, discusses the factors that affected the performance of
Pioneer Growth Opportunities Fund over the six months ended June 30, 2011. Mr.
Stack is responsible for the daily management of the Portfolio.
Q How did the Fund perform during the six months ended June 30, 2011?
A Pioneer Growth Opportunities Fund Class A shares returned 10.37% at net asset
value during the six months ended June 30, 2011, while the Fund's benchmark,
the Russell 2000 Growth Index (the Russell Index), returned 8.59%. During the
same period, the average return of the 536 mutual funds in Lipper's Small Cap
Growth Funds category was 9.77%.
Q How would you characterize the Fund's performance over the six months ended
June 30, 2011?
A We are pleased that the Fund outpaced both its benchmark and Lipper peer
group in the first six months of 2011. For much of the recent bull market,
stocks have been entrenched in an environment with two notable
characteristics. First, the market's top performers typically have been more
volatile, lower-quality, and richly-valued stocks. Second, there has been a
record level of correlation in the performance of individual stocks. That
environment worked against our stock-picking approach for the Fund, which
seeks to identify not just stocks enjoying strong prospective growth, but
also those whose reasonable valuations promise the best outlook for strong
risk-adjusted returns through a full investment cycle.
The challenging backdrop of high correlation and outperformance by a narrow
group of ultra-expensive momentum stocks continued through the first
quarter of this year (January through March). In May and June, however, we
witnessed an important shift. Concerns about slowing growth, the European
debt crisis, and the looming end of the Federal Reserve Board's (the Fed's)
"QE2" policy, which was intended to stimulate growth, led investors to pay
greater attention to risk. The market became more selective as a result,
causing the type of fundamentally-sound, undervalued growth companies the
Fund typically owns to come back into favor. That environment is more
compatible with our investment process, as illustrated by the Fund's second
quarter (April through June) return of 1.76%, a time during which the
benchmark Russell Index declined (-0.59%).
We are encouraged that the market finally appears ready to separate the
strong companies from the weak. We think the second quarter shift could
mark the beginning of a sustainable trend in favor of higher-quality,
4 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
reasonably-valued investments, which should benefit our investment strategy
for the Fund.
Q What specific factors helped the Fund's performance over the six months ended
June 30, 2011?
A The Fund's largest margin of outperformance, relative to the Russell Index
benchmark, occurred in the health care and industrials sectors.
In health care, the Fund benefited from the rallies in several stocks that
had been overlooked in the high-beta market environment of 2010. The
largest contributor among the Fund's holdings in the sector was Cubist
Pharmaceuticals. Shares of the biopharmaceutical company rallied after it
settled a patent challenge to its leading product, which allowed Cubist to
retain exclusivity of its key drug through 2018. Another top contributor in
the sector was Abiomed, a maker of cardiac devices that gained ground after
recent trial data demonstrated the efficacy of one of its new products.
In the industrials sector, the Fund benefited from a rally in the shares of
a long-term Fund holding, Polypore International. The company specializes
in separations technology, which is being utilized in batteries used in
fuel-efficient hybrid vehicles. Polypore is seen as being an investment
play on the clean-energy theme, which has helped propel its stock
dramatically over the past year.
Outside of industrials and health care, the Fund's best-performing stock
was Green Mountain Coffee Roasters. The company continued to see rapid
consumer adoption of its Keurig single-cup brewers, and it recently
announced a multi-year partnership that makes Starbucks coffee available to
owners of the Keurig system. Green Mountain also reported exceptional
results in the first quarter, highlighted by year-over-year quarterly sales
growth of 101% and earnings growth of 140%. Both numbers exceeded market
expectations by a wide margin.
Q What were some elements of your positioning that hurt the Fund's performance
over the six months ended June 30, 2011?
A The Fund's holdings in the consumer discretionary and information technology
sectors were the most significant detractors from performance during the
six-month period. Underperformance in the consumer discretionary sector
reflected a combination of the Fund's underweight position and poor stock
selection. The underweight position reflected our concerns about the
outlook for consumer spending. The largest single detractor from
performance was retailer Urban Outfitters, which reported disappointing
earnings due to fashion missteps. We viewed the problems at Urban as having
a multi-quarter duration, and so we eliminated the stock from the Fund's
portfolio. The online travel agency, Orbitz Worldwide, which continued to
show poor progress in its ongoing efforts to diversify beyond low-margin
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 5
airline ticketing, also weighed on the Fund's performance, and we elected
to sell the position.
Within information technology, the Fund's position in semiconductor-maker
Entropic Communications was the most significant drag on performance during
the six-month period. Entropic has been the technology leader in multimedia
over coaxial (MoCA) chips, which enable TV service providers to provide
high definition and multimedia content to the home. Entropic co-developed
the MoCA standard and currently enjoys an 80% market share. The company's
stock price weakness reflected investor concerns about competition from
Broadcom, but we expect Entropic to remain the technological leader even if
Broadcom captures some share of this fast-growing market. We expect
Entropic will maintain a better-than 50% share of a market that we believe
will grow by 35% per year over the next two or three years.
Q What is your outlook as we enter the second half of the year?
A The Fund remains somewhat defensively positioned, reflecting our expectation
of continued sluggish economic growth. The ongoing deleveraging of the
consumer and governmental sectors remains a formidable headwind to spending
in those two important parts of the economy. That said, stock selection is
ultimately what drives the Fund's long-term performance, and on that count
we're enthusiastic about the prospects of the classic growth stocks and
special situations that populate the Fund's portfolio. With the market now
having begun to move away from the momentum-driven environment we
experienced in the second half of 2010, we believe there will be a return
to a more typical market, in which stock prices and underlying company
fundamentals are more closely related. We welcome such a shift in market
sentiment, as it works to the benefit of the Fund's investments in stocks
with company-specific growth drivers such as innovative products or other
catalysts that can drive revenue and earnings growth, even in the absence
of brisk economic tailwinds.
Please refer to the Schedule of Investments on pages 17-25 for a full listing
of Fund securities.
Investments in small companies may offer the potential for higher returns, but
are also subject to greater short-term price fluctuations than larger, more
established companies. Investing in foreign and/or emerging markets securities
involves risks relating to interest rates, currency exchange rates, economic,
and political conditions. At times, the Fund's investments may represent
industries or industry sectors that are interrelated or have common risks,
making it more susceptible to any economic, political, or regulatory
developments or other risks affecting those industries and sectors.
These risks may increase share price volatility.
6 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Past performance is no guarantee of future results, and there is no guarantee
that market forecasts discussed will be realized.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These opinions should not be relied upon for any other purposes.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 7
Portfolio Summary | 6/30/11
Portfolio Diversification
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
U.S. Common Stocks 82.7%
Temporary Cash Investments 16.7%
Depositary Receipts for International Stocks 0.6%
Sector Distribution
--------------------------------------------------------------------------------
(As a percentage of total equity holdings)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Information Technology 30.3%
Health Care 24.9%
Industrials 18.1%
Consumer Discretionary 11.8%
Energy 6.8%
Financials 3.2%
Materials 2.1%
Consumer Staples 1.6%
Telecommunication Services 1.2%
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of equity holdings)*
1. Cubist Pharmaceuticals, Inc. 2.49%
2. Orbital Sciences Corp. 1.81
3. Cinemark Holdings, Inc. 1.57
4. Radiation Systems, Inc. 1.56
5. Alere, Inc. 1.51
6. Syntel, Inc. 1.47
7. Entropic Communications, Inc. 1.42
8. TransDigm Group, Inc. 1.42
9. Integrated Device Tech, Inc. 1.35
10. Allegiant Travel Co. 1.31
* This list excludes temporary cash investments and derivative instruments. The
portfolio is actively managed, and current holdings may be different. The
holdings listed should not be considered recommendations to buy or sell any
security listed.
8 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Prices and Distributions | 6/30/11
Net Asset Value per Share
--------------------------------------------------------------------------------
Class 6/30/11 12/31/10
A $ 30.11 $ 27.28
--------------------------------------------------------------------------------
B $ 25.42 $ 23.17
--------------------------------------------------------------------------------
C $ 25.80 $ 23.47
--------------------------------------------------------------------------------
R $ 29.97 $ 27.20
--------------------------------------------------------------------------------
Y $ 31.12 $ 28.13
--------------------------------------------------------------------------------
Distributions per Share: 1/1/11-6/30/11
--------------------------------------------------------------------------------
Net Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
A $ -- $ -- $ --
--------------------------------------------------------------------------------
B $ -- $ -- $ --
--------------------------------------------------------------------------------
C $ -- $ -- $ --
--------------------------------------------------------------------------------
R $ -- $ -- $ --
--------------------------------------------------------------------------------
Y $ -- $ -- $ --
--------------------------------------------------------------------------------
Index Definition
--------------------------------------------------------------------------------
The Russell 2000 Growth Index measures the performance of U.S. small-cap growth
stocks. Index returns are calculated monthly, assume reinvestment of dividends
and, unlike Fund returns, do not reflect any fees, expenses, or sales charges.
It is not possible to invest directly in an index.
The index defined here pertains to the "Value of $10,000 Investment" and "Value
of $5 Million Investment" charts on pages 10-14.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 9
Performance Update | 6/30/11 Class A Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Growth Opportunities Fund at public offering price,
compared to that of the Russell 2000 Growth Index.
Average Annual Total Returns
(As of June 30, 2011)
------------------------------------------------------------------------
Net Asset Public Offering
Period Value (NAV) Price (POP)
------------------------------------------------------------------------
10 Years 3.21% 2.60%
5 Years 4.38 3.16
1 Year 36.43 28.57
------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011)
------------------------------------------------------------------------
Gross Net
------------------------------------------------------------------------
1.29% 1.29%
------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Growth Russell 2000
Opportunities Fund Growth Index
6/01 9425 10000
6/02 7531 7500
6/03 6727 7551
6/04 8913 9933
6/05 9909 10359
6/06 10429 11870
6/07 11811 13867
6/08 9555 12365
6/09 8164 9293
6/10 9473 10962
6/11 12924 15730
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
NAV results represent the percent change in net asset value per share. Returns
would have been lower had sales charges been reflected. POP returns reflect
deduction of maximum 5.75% sales charge. All results are historical and assume
the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
Pioneer Growth Opportunities Fund acquired the assets and liabilities of
predecessor Safeco Growth Opportunities Fund on December 10, 2004. The
performance shown for Class A shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class A shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). If all the expenses of the Fund were
reflected, the performance shown would be lower.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers
may not be in effect for all funds and can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
10 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Performance Update | 6/30/11 Class B Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Growth Opportunities Fund, compared to that of the
Russell 2000 Growth Index.
Average Annual Total Returns
(As of June 30, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 2.12% 2.12%
5 Years 3.04 3.04
1 Year 34.78 30.78
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
2.45% 2.45%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Growth Russell 2000
Opportunities Fund Growth Index
6/01 10000 10000
6/02 7932 7500
6/03 7031 7551
6/04 9245 9933
6/05 10197 10359
6/06 10618 11870
6/07 11890 13867
6/08 9488 12365
6/09 7985 9293
6/10 9150 10962
6/11 12332 15730
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. "If Redeemed"
returns reflect the deduction of applicable contingent deferred sales charge
(CDSC). The maximum CDSC is 4% and declines over five years.
All results are historical and assume the reinvestment of dividends and capital
gains. Other share classes are available for which performance and expenses
will differ.
Pioneer Growth Opportunities Fund acquired the assets and liabilities of
predecessor Safeco Growth Opportunities Fund on December 10, 2004. The
performance shown for Class B shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class B shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). If all the expenses of the Fund were
reflected, the performance shown would be lower.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers
may not be in effect for all funds and can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of taxes that a
shareowner would pay on Fund distributions or the redemption of Fund shares.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 11
Performance Update | 6/30/11 Class C Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Growth Opportunities Fund, compared to that of the
Russell 2000 Growth Index.
Average Annual Total Returns
(As of June 30, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 2.26% 2.26%
5 Years 3.23 3.23
1 Year 35.22 35.22
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
2.26% 2.26%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Growth Russell 2000
Opportunities Fund Growth Index
6/01 10000 10000
6/02 7934 7500
6/03 7036 7551
6/04 9252 9933
6/05 10212 10359
6/06 10670 11870
6/07 11959 13867
6/08 9558 12365
6/09 8051 9293
6/10 9248 10962
6/11 12506 15730
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class C shares held for less than one year are also subject to a 1% contingent
deferred sales charge (CDSC). "If Held" results represent the percent change in
net asset value per share. Returns would have been lower had sales charges been
reflected. All results are historical and assume the reinvestment of dividends
and capital gains. Other share classes are available for which performance and
expenses will differ.
Pioneer Growth Opportunities Fund acquired the assets and liabilities of
predecessor Safeco Growth Opportunities Fund on December 10, 2004. The
performance shown for Class C shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class C shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). This adjustment has the effect of reducing
the previously reported performance of the predecessor fund. If all the
expenses of the Fund were reflected, the performance shown would be lower.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers, Fund performance would be lower. Waivers
may not be in effect for all funds and can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
12 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Performance Update | 6/30/11 Class R Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Growth Opportunities Fund, compared to that of the
Russell 2000 Growth Index.
Average Annual Total Returns
(As of June 30, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 2.41% 2.41%
5 Years 3.28 3.28
1 Year 36.10 36.10
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
1.55% 1.55%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Growth Russell 2000
Opportunities Fund Growth Index
6/01 10000 10000
6/02 7950 7500
6/03 7066 7551
6/04 9315 9933
6/05 10305 10359
6/06 10793 11870
6/07 12084 13867
6/08 9602 12365
6/09 8064 9293
6/10 9320 10962
6/11 12685 15730
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Pioneer Growth Opportunities Fund acquired the assets and liabilities of
predecessor Safeco Growth Opportunities Fund on December 10, 2004. The
performance shown for Class R shares for periods prior to December 10, 2004, is
based on the performance of the predecessor fund's Class A shares, which has
been restated to reflect any differences in any applicable sales charges. This
adjustment has the effect of reducing the previously reported performance of
predecessor fund. If all the expenses of the Fund were reflected, the
performance shown would be lower.
Performance for periods from December 10, 2004, to the inception of Class R
shares on August 3, 2009, is based on the performance of the Pioneer Growth
Opportunities Fund's Class A shares, reduced to reflect the higher distribution
and service fees for Class R shares. Class R shares are not subject to sales
charges and are available for limited groups of eligible investors, including
institutional investors. All results are historical and assume the reinvestment
of dividends and capital gains. Other share classes are available for which
performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers, Fund performance would be lower. Waivers
may not be in effect for all funds and can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 13
Performance Update | 6/30/11 Class Y Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $5 million
investment made in Pioneer Growth Opportunities Fund, compared to that of the
Russell 2000 Growth Index.
Average Annual Total Returns
(As of June 30, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 3.52% 3.52%
5 Years 4.95 4.95
1 Year 37.15 37.15
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
0.76% 0.76%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $5 Million Investment
Pioneer Growth Russell 2000
Opportunities Fund Growth Index
6/01 5000000 5000000
6/02 3994984 3749840
6/03 3568613 3775613
6/04 4727696 4966737
6/05 5256181 5179622
6/06 5551774 5934970
6/07 6326667 6933664
6/08 5140602 6182625
6/09 4417804 4646427
6/10 5153726 5481060
6/11 7068486 7865126
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Pioneer Growth Opportunities Fund acquired the assets and liabilities of
predecessor Safeco Growth Opportunities Fund on December 10, 2004. The
performance for Class Y shares for periods prior to December 10, 2004, is based
on the performance of the predecessor fund's Class A shares, which has been
restated to reflect any differences in any applicable sales charges. This
adjustment has the effect of reducing the previously reported performance of
predecessor fund. If all the expenses of the Fund were reflected, the
performance shown would be lower.
Performance shown for periods from December 10, 2004, to the inception of Class
Y shares on September 23, 2005, reflects the NAV performance of the Pioneer
Growth Opportunities Fund's Class A shares. The performance does not reflect
differences in expenses, including the Rule 12b-1 fees applicable to Class A
shares. Since fees for Class A shares are generally higher than those of Class
Y shares, the performance for Class Y shares prior to their inception would
have been higher than that shown. Class Y shares are not subject to sales
charges and are available for limited groups of eligible investors, including
institutional investors. All results are historical and assume the reinvestment
of dividends and capital gains. Other share classes are available for which
performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers, Fund performance would be lower. Waivers
may not be in effect for all funds and can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
14 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Comparing Ongoing Fund Expenses
As a shareowner in the Fund, you incur two types of costs:
(1) ongoing costs, including management fees, distribution and/or service
(12b-1) fees, and other Fund expenses; and
(2) transaction costs, including sales charges (loads) on purchase payments.
This example is intended to help you understand your ongoing expenses (in
dollars) of investing in the Fund and to compare these costs with the ongoing
costs of investing in other mutual funds. The example is based on an investment
of $1,000 at the beginning of the Fund's latest six-month period and held
throughout the six months.
Using the Tables
--------------------------------------------------------------------------------
Actual Expenses
The first table below provides information about actual account values and
actual expenses. You may use the information in this table, together with the
amount you invested, to estimate the expenses that you paid over the period as
follows:
(1) Divide your account value by $1,000
Example: an $8,600 account value [divided by] $1,000 = 8.6
(2) Multiply the result in (1) above by the corresponding share class's number
in the third row under the heading entitled "Expenses Paid During Period" to
estimate the expenses you paid on your account during this period.
Expenses Paid on a $1,000 Investment in Pioneer Growth Opportunities Fund
Based on actual returns from January 1, 2011, through June 30, 2011.
-------------------------------------------------------------------------------------------------------
Share Class A B C R Y
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value On 01/01/11
-------------------------------------------------------------------------------------------------------
Ending Account $1,103.70 $1,097.10 $1,099.30 $1,101.80 $1,106.30
Value On 06/30/11
-------------------------------------------------------------------------------------------------------
Expenses Paid $ 6.42 $ 12.64 $ 10.57 $ 8.03 $ 3.86
During Period*
-------------------------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.23%, 2.43%,
2.03%, 1.54% and 0.74% for Class A, Class B, Class C, Class R, and Class Y,
respectively, multiplied by the average account value over the period,
multiplied by 181/365 (to reflect the one-half year period).
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 15
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and
hypothetical expenses based on the Fund's actual expense ratio and an assumed
rate of return of 5% per year before expenses, which is not the Fund's actual
return. The hypothetical account values and expenses may not be used to
estimate the actual ending account balance or expenses you paid for the period.
You may use this information to compare the ongoing costs of investing in the
Fund and other funds. To do so, compare this 5% hypothetical example with the
5% hypothetical examples that appear in the shareholder reports of the other
funds.
Please note that the expenses shown in the tables are meant to highlight your
ongoing costs only and do not reflect any transaction costs, such as sales
charges (loads) that are charged at the time of the transaction. Therefore, the
table below 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 transaction costs were included, your costs would have been higher.
Expenses Paid on a $1,000 Investment in Pioneer Growth Opportunities Fund
Based on a hypothetical 5% return per year before expenses, reflecting the
period from January 1, 2011, through June 30, 2011.
-------------------------------------------------------------------------------------------------------
Share Class A B C R Y
-------------------------------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value On 01/01/11
-------------------------------------------------------------------------------------------------------
Ending Account $1,018.70 $1,012.74 $1,014.73 $1,017.16 $1,021.12
Value On 06/30/11
-------------------------------------------------------------------------------------------------------
Expenses Paid $ 6.16 $ 12.13 $ 10.14 $ 7.70 $ 3.71
During Period*
-------------------------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.23%, 2.43%,
2.03%, 1.54% and 0.74% for Class A, Class B, Class C, Class R, and Class Y,
respectively, multiplied by the average account value over the period,
multiplied by 181/365 (to reflect the one-half year period).
16 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Schedule of Investments | 6/30/11 (unaudited)
Shares Value
---------------------------------------------------------------------
COMMON STOCKS -- 98.0%
ENERGY -- 6.7%
Oil & Gas Equipment & Services -- 1.7%
219,400 Basic Energy Services, Inc.* $ 6,904,518
556,600 Geokinetics, Inc.*(b) 4,386,008
------------
$ 11,290,526
---------------------------------------------------------------------
Oil & Gas Exploration & Production -- 4.3%
246,800 Brigham Exploration Co* $ 7,386,724
117,459 Carrizo Oil & Gas, Inc.* 4,903,913
192,200 Energy XXI Bermuda, Ltd.* 6,384,884
683,300 GMX Resources, Inc. (b) 3,040,685
277,100 Petrohawk Energy Corp.* 6,836,057
------------
$ 28,552,263
---------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 0.7%
200,100 CVR Energy, Inc.* $ 4,926,462
------------
Total Energy $ 44,769,251
---------------------------------------------------------------------
MATERIALS -- 2.0%
Diversified Metals & Mining -- 0.5%
156,100 Globe Specialty Metals, Inc. $ 3,499,762
---------------------------------------------------------------------
Precious Metals & Minerals -- 0.8%
242,900 Stillwater Mining Co.*(b) $ 5,346,229
---------------------------------------------------------------------
Specialty Chemicals -- 0.7%
101,400 W.R. Grace & Co.* $ 4,626,882
------------
Total Materials $ 13,472,873
---------------------------------------------------------------------
CAPITAL GOODS -- 10.3%
Aerospace & Defense -- 5.9%
205,100 DigitalGlobe, Inc.* $ 5,211,591
362,100 Hexcel Corp.* 7,926,369
387,100 Keyw Holding Corp.* 4,796,169
703,975 Orbital Sciences Corp.*(b) 11,861,979
101,528 TransDigm Group, Inc.* 9,258,338
------------
$ 39,054,446
---------------------------------------------------------------------
Building Products -- 0.9%
165,900 Owens Corning, Inc.* $ 6,196,365
---------------------------------------------------------------------
Construction & Engineering -- 1.8%
159,500 KBR, Inc. $ 6,011,555
267,531 MYR Group, Inc.*(b) 6,260,225
------------
$ 12,271,780
---------------------------------------------------------------------
Electrical Component & Equipment -- 1.1%
111,600 Polypore International, Inc.*(b) $ 7,570,944
---------------------------------------------------------------------
Industrial Machinery -- 0.6%
159,500 Altra Holdings, Inc.* $ 3,826,405
------------
Total Capital Goods $ 68,919,940
---------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 17
Schedule of Investments | 6/30/11 (unaudited) (continued)
--------------------------------------------------------------------
Shares Value
--------------------------------------------------------------------
COMMERCIAL SERVICES & SUPPLIES -- 5.4%
Diversified Support Services -- 0.9%
138,336 Copart, Inc.* $ 6,446,458
--------------------------------------------------------------------
Human Resource & Employment Services -- 1.2%
803,700 On Assignment, Inc.* $ 7,900,371
--------------------------------------------------------------------
Office Services & Supplies -- 0.7%
219,600 Sykes Enterprises, Inc.* $ 4,727,988
--------------------------------------------------------------------
Research & Consulting Services -- 2.6%
141,400 Acacia Research Corp.* $ 5,187,966
83,811 CoStar Group, Inc.*(b) 4,968,316
252,875 RPX Corp.* 7,088,086
------------
$ 17,244,368
------------
Total Commercial Services & Supplies $ 36,319,185
--------------------------------------------------------------------
TRANSPORTATION -- 1.9%
Air Freight & Couriers -- 0.6%
214,500 UTI Worldwide, Inc. $ 4,223,505
--------------------------------------------------------------------
Airlines -- 1.3%
173,100 Allegiant Travel Co.*(b) $ 8,568,450
------------
Total Transportation $ 12,791,955
--------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 4.4%
Apparel, Accessories & Luxury Goods -- 2.2%
166,401 Carter's, Inc.* $ 5,118,495
135,400 G-III Apparel Group, Inc.* 4,668,592
96,800 The Warnaco Group, Inc.* 5,057,800
------------
$ 14,844,887
--------------------------------------------------------------------
Footwear -- 0.7%
50,600 Deckers Outdoor Corp.* $ 4,459,884
--------------------------------------------------------------------
Housewares & Specialties -- 1.0%
103,900 Tupperware Brands Corp. $ 7,008,055
--------------------------------------------------------------------
Leisure Products -- 0.5%
789,500 Leapfrog Enterprises, Inc.* $ 3,331,690
------------
Total Consumer Durables & Apparel $ 29,644,516
--------------------------------------------------------------------
CONSUMER SERVICES -- 2.4%
Casinos & Gaming -- 1.0%
626,800 Scientific Games Corp.* $ 6,481,112
--------------------------------------------------------------------
Education Services -- 0.8%
348,300 Grand Canyon Education, Inc.* $ 4,938,894
--------------------------------------------------------------------
Restaurants -- 0.6%
106,000 PF Chang's China Bistro, Inc.*(b) $ 4,265,440
------------
Total Consumer Services $ 15,685,446
--------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
18 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------
Shares Value
------------------------------------------------------------------------
MEDIA -- 1.7%
Broadcasting -- 0.1%
44,094 Pandora Media, Inc.*(b) $ 833,818
------------------------------------------------------------------------
Movies & Entertainment -- 1.6%
495,319 Cinemark Holdings, Inc. $ 10,258,056
------------
Total Media $ 11,091,874
------------------------------------------------------------------------
RETAILING -- 3.1%
Apparel Retail -- 2.3%
309,800 Citi Trends, Inc.* $ 4,671,784
310,500 Express, Inc.*(b) 6,768,900
545,200 Hot Topic, Inc.* 4,056,288
------------
$ 15,496,972
------------------------------------------------------------------------
Automotive Retail -- 0.8%
143,600 Monro Muffler Brake, Inc. (b) $ 5,354,844
------------
Total Retailing $ 20,851,816
------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 1.6%
Packaged Foods & Meats -- 1.0%
72,600 Green Mountain Coffee Roasters, Inc.*(b) $ 6,480,276
------------------------------------------------------------------------
Soft Drinks -- 0.6%
282,509 Primo Water Corp.*(b) $ 4,065,305
------------
Total, Food Beverage & Tobacco $ 10,545,581
------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 18.1%
Health Care Equipment -- 7.5%
451,453 Abiomed, Inc.*(b) $ 7,313,539
147,006 ArthroCare Corp.*(b) 4,920,291
387,100 Conceptus, Inc.*(b) 4,517,457
454,144 DexCom, Inc.*(b) 6,580,547
111,000 HeartWare International, Inc.*(b) 8,222,880
336,200 Insulet Corp.*(b) 7,453,554
187,700 Mako Surgical Corp.*(b) 5,580,321
167,200 Masimo Corp. (b) 4,962,496
------------
$ 49,551,085
------------------------------------------------------------------------
Health Care Facilities -- 0.8%
213,700 Brookdale Senior Living, Inc.* $ 5,182,225
------------------------------------------------------------------------
Health Care Services -- 4.9%
82,293 Air Methods Corp.* $ 6,150,579
148,000 Catalyst Health Solutions, Inc.* 8,261,360
267,660 ExamWorks Group, Inc.*(b) 6,795,887
110,439 IPC The Hospitalist Co., Inc.*(b) 5,118,848
215,750 Lincare Holdings, Inc. (b) 6,315,003
------------
$ 32,641,677
------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 19
Schedule of Investments | 6/30/11 (unaudited) (continued)
----------------------------------------------------------------------
Shares Value
----------------------------------------------------------------------
Health Care Supplies -- 3.3%
269,500 Alere, Inc.*(b) $ 9,869,090
107,500 Haemonetics Corp.* 6,919,775
377,300 Quidel Corp.*(b) 5,716,095
------------
$ 22,504,960
----------------------------------------------------------------------
Health Care Technology -- 1.6%
159,600 ePocrates, Inc.*(b) $ 2,943,024
166,700 WebMD Health Corp.* 7,598,186
------------
$ 10,541,210
------------
Total Health Care Equipment & Services $120,421,157
----------------------------------------------------------------------
PHARMACEUTICALS & BIOTECHNOLOGY -- 6.4%
Biotechnology -- 5.2%
107,519 Advanced Magnetics, Inc.* $ 2,021,357
311,800 Amarin Corp., Plc* 4,499,274
452,500 Cubist Pharmaceuticals, Inc.*(b) 16,285,475
141,200 InterMune, Inc.*(b) 5,062,020
721,800 NPS Pharmaceuticals, Inc.* 6,821,010
------------
$ 34,689,136
----------------------------------------------------------------------
Pharmaceuticals -- 1.2%
201,100 Salix Pharmaceuticals, Ltd.* $ 8,009,813
------------
Total Pharmaceuticals & Biotechnology $ 42,698,949
----------------------------------------------------------------------
BANKS -- 0.5%
Regional Banks -- 0.5%
504,100 CapitalSource, Inc. $ 3,251,445
------------
Total Banks $ 3,251,445
----------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 2.1%
Consumer Finance -- 1.2%
235,998 EzCorp, Inc.* $ 8,395,629
----------------------------------------------------------------------
Specialized Finance -- 0.9%
154,500 MSCI, Inc.* $ 5,821,560
------------
Total Diversified Financials $ 14,217,189
----------------------------------------------------------------------
REAL ESTATE -- 0.5%
Mortgage Real Estate Investment Trust -- 0.5%
318,100 CreXus Investment Corp. $ 3,534,091
------------
Total Real Estate $ 3,534,091
----------------------------------------------------------------------
SOFTWARE & SERVICES -- 16.3%
Application Software -- 5.6%
378,933 Aspen Technology, Inc.* $ 6,510,069
179,400 Blackboard, Inc.*(b) 7,784,166
73,132 Solera Holdings, Inc. 4,326,489
368,400 SS&C Technologies Holdings, Inc.* 7,320,108
The accompanying notes are an integral part of these financial statements.
20 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
---------------------------------------------------------------------
Shares Value
---------------------------------------------------------------------
Application Software -- (continued)
181,100 SuccessFactors, Inc.*(b) $ 5,324,340
119,633 The Ultimate Software Group, Inc.*(b) 6,511,624
------------
$ 37,776,796
---------------------------------------------------------------------
Data Processing & Outsourced Services -- 2.1%
84,700 Global Payments, Inc. $ 4,319,700
162,587 Syntel, Inc. 9,612,143
------------
$ 13,931,843
---------------------------------------------------------------------
Internet Software & Services -- 1.0%
214,504 Vocus, Inc.*(b) $ 6,565,967
---------------------------------------------------------------------
IT Consulting & Other Services -- 3.8%
161,600 Gartner Group, Inc.* $ 6,510,864
515,300 InterXion Holding NV* 7,801,642
334,100 Sapient Corp.* 5,021,523
305,600 Virtusa Corp.* 5,791,120
------------
$ 25,125,149
---------------------------------------------------------------------
Systems Software -- 3.8%
503,604 DemandTec, Inc.* $ 4,582,796
159,340 Fortinet, Inc.*(b) 4,348,389
489,000 Radiation Systems, Inc.* 10,220,100
215,200 Sourcefire, Inc.*(b) 6,395,744
------------
$ 25,547,029
------------
Total Software & Services $108,946,784
---------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 5.9%
Communications Equipment -- 1.1%
715,600 ShoreTel, Inc.* $ 7,299,120
---------------------------------------------------------------------
Computer Storage & Peripherals -- 1.2%
985,000 OCZ Technology Group, Inc.*(b) $ 7,880,000
---------------------------------------------------------------------
Electronic Components -- 1.0%
152,100 Dolby Laboratories, Inc.*(b) $ 6,458,166
---------------------------------------------------------------------
Electronic Equipment & Instruments -- 0.7%
151,800 Flir Systems, Inc. (b) $ 5,117,178
---------------------------------------------------------------------
Electronic Manufacturing Services -- 0.9%
374,400 TTM Technologies, Inc.*(b) $ 5,997,888
---------------------------------------------------------------------
Technology Distributors -- 1.0%
207,906 Synnex Corp.*(b) $ 6,590,620
------------
Total Technology Hardware & Equipment $ 39,342,972
---------------------------------------------------------------------
SEMICONDUCTORS -- 7.5%
Semiconductor Equipment -- 0.9%
305,993 Nanometrics, Inc.*(b) $ 5,810,807
---------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 21
Schedule of Investments | 6/30/11 (unaudited) (continued)
-------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------
Semiconductors -- 6.6%
1,047,000 Entropic Communications, Inc.*(b) $ 9,307,830
77,000 Hittite Microwave Corp.* 4,767,070
1,120,200 Integrated Device Tech, Inc.*(b) 8,804,772
935,200 Lattice Semiconductor Corp.* 6,097,504
165,400 Microsemi Corp.* 3,390,700
131,669 Netlogic Microsystems, Inc.*(b) 5,322,061
830,400 PMC - Sierra, Inc.* 6,286,128
------------
$ 43,976,065
------------
Total Semiconductors $ 49,786,872
-------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 1.2%
Integrated Telecommunication Services -- 1.2%
595,900 Cbeyond, Inc.* $ 7,883,757
------------
Total Telecommunication Services $ 7,883,757
-------------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $519,405,808) $654,175,653
-------------------------------------------------------------------------------------
Principal
Amount ($)
-------------------------------------------------------------------------------------
TEMPORARY CASH INVESTMENTS -- 19.7%
Securities Lending Collateral -- 19.7% (c)
Certificates of Deposit:
3,923,360 Bank of America NA, 0.19%, 9/2/11 $ 3,923,360
3,923,360 Bank of Montreal Chicago, 0.12%, 7/8/11 3,923,360
3,138,688 Bank of Nova Scotia, 0.30%, 6/11/12 3,138,688
784,672 Bank of Nova Scotia, 0.25%, 9/29/12 784,672
1,824,362 BBVA Group NY, 0.47%, 8/10/11 1,824,362
2,197,082 BBVA Group NY, 0.36%, 7/7/11 2,197,082
2,746,352 BBVA Group NY, 1.19%, 7/26/11 2,746,352
549,270 BNP Paribas Bank NY, 0.27%, 8/5/11 549,270
3,923,360 Canadian Imperial Bank of Commerce NY, 0.20%, 10/3/11 3,923,360
3,138,688 DnB NOR Bank ASA NY, 0.18%, 8/10/11 3,138,688
1,961,634 National Australia Bank NY, 0.29%, 10/19/11 1,961,634
4,316,392 RaboBank Netherland NV NY, 0.29%, 4/2/12 4,316,392
2,354,016 Royal Bank of Canada NY, 0.32%, 12/2/11 2,354,016
1,569,344 SOCGEN NY, 0.28%, 7/11/11 1,569,344
784,672 SOCGEN NY, 0.26%, 7/14/11 784,672
1,177,008 SOCGEN NY, 0.16%, 7/7/11 1,177,008
3,923,360 Westpac Banking Corp. NY, 0.32%, 12/6/11 3,923,360
------------
$ 42,235,620
-------------------------------------------------------------------------------------
Commercial Paper:
1,569,344 American Honda Finance, 0.34%, 1/11/12 $ 1,569,344
2,353,359 Australia & New Zealand Banking Group, 0.34%, 9/6/11 2,353,359
1,436,782 Australia & New Zealand Banking Group, 0.87%, 8/4/11 1,436,782
588,403 BCSFUN, 0.22%, 7/29/11 588,403
The accompanying notes are an integral part of these financial statements.
22 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
-------------------------------------------------------------------------------
Principal
Amount ($) Value
-------------------------------------------------------------------------------
Commercial Paper -- (continued):
3,922,659 CBAPP, 0.20%, 8/3/11 $ 3,922,659
431,901 General Electric Capital Corp., 0.44%, 11/21/11 431,901
3,569,614 HSBC, 0.17%, 8/9/11 3,569,614
3,531,024 JPMorgan Chase & Co., 0.30%, 7/17/12 3,531,024
3,527,819 NESCAP, 0.25%, 12/20/11 3,527,819
3,138,288 NORDNA, 0.27%, 7/18/11 3,138,288
3,138,470 PARFIN, 0.25%, 7/11/11 3,138,470
1,961,680 Royal Bank of Canada NY, 0.30%, 6/29/12 1,961,680
1,961,468 SANCPU, 0.39%, 7/11/11 1,961,468
1,959,518 SANCPU, 0.73%, 9/1/11 1,959,518
2,352,782 Sanofi Aventis, 0.68%, 10/20/11 2,352,782
2,744,681 SEB, 0.30%, 9/12/11 2,744,681
1,568,749 SOCNAM, 0.17%, 6/2/11 1,568,749
3,923,360 Svenska Handelsbanken, 0.29%, 6/29/12 3,923,360
3,923,360 Toyota Motor Credit Corp., 0.32%, 9/8/11 3,923,360
1,667,428 UXTPP, 0.32%, 7/1/11 1,667,428
1,961,402 VARFUN, 0.32%, 8/4/11 1,961,402
455,038 VARFUN, 0.32%, 8/8/11 455,038
1,098,362 VARFUN, 0.32%, 8/9/11 1,098,362
1,569,720 Wachovia, 0.41%, 10/15/11 1,569,720
1,177,915 Wachovia, 0.40%, 3/1/12 1,177,915
785,103 Wells Fargo & Co., 0.36%, 1/24/12 785,103
------------
$ 56,318,229
-------------------------------------------------------------------------------
Tri-party Repurchase Agreements:
398,064 Barclays Capital Plc, 0.01%, 7/1/11 $ 398,064
3,923,360 Deutschebank AG, 0.01%, 7/1/11 3,923,360
3,923,360 HSBC Bank USA NA, 0.01%, 6/1/11 3,923,360
11,770,080 RBS Securities, Inc., 0.02%, 6/1/11 11,770,080
------------
$ 20,014,864
-------------------------------------------------------------------------------
Shares
-------------------------------------------------------------------------------
Money Market Mutual Funds:
6,277,376 Dreyfus Preferred Money Market Fund $ 6,277,376
6,277,377 Fidelity Prime Money Market Fund 6,277,377
-------------
$ 12,554,753
-------------
Total Securities Lending Collateral $ 131,123,466
-------------------------------------------------------------------------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $131,123,466) $ 131,123,466
-------------------------------------------------------------------------------
TOTAL INVESTMENT IN SECURITIES -- 117.7%
(Cost $650,529,274) (a) $ 785,299,119
-------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- (17.7)% $(117,840,690)
-------------------------------------------------------------------------------
TOTAL NET ASSETS -- 100.0% $ 667,458,429
===============================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 23
Schedule of Investments | 6/30/11 (unaudited) (continued)
* Non-Income producing security.
(a) At June 30, 2011, the net unrealized gain on investments based on cost for
federal Income tax purposes of $656,657,904 was as follows:
Aggregate gross unrealized gain for all investments in
which there is an excess of value over tax cost $139,558,710
Aggregate gross unrealized loss for all investments in
which there is an excess of tax cost over value (10,917,495)
------------
Net unrealized gain $128,641,215
============
(b) At June 30, 2011, the following securities were out on loan:
---------------------------------------------------------------------
Shares Security Value
---------------------------------------------------------------------
63,700 Abiomed, Inc.* $1,031,940
264,500 Alere, Inc.* 9,685,990
171,300 Allegiant Travel Co.* 8,479,350
29,900 ArthroCare Corp.* 1,000,753
169,680 Blackboard, Inc.* 7,362,415
99,100 Conceptus, Inc.* 1,156,497
39,250 CoStar Group, Inc.* 2,326,740
11,000 Cubist Pharmaceuticals, Inc.* 395,890
89,700 DexCom, Inc.* 1,299,753
84,700 Dolby Laboratories, Inc.* 3,596,362
1,010,470 Entropic Communications, Inc.* 8,983,078
98,300 ePocrates, Inc.* 1,812,652
66,000 ExamWorks Group, Inc.* 1,675,740
223,900 Express, Inc.* 5,099,020
7,400 Flir Systems, Inc. 249,454
157,700 Fortinet, Inc.* 4,303,633
25,100 Geokinetics, Inc.* 197,788
683,900 GMX Resources, Inc. 3,043,355
35,100 Green Mountain Coffee Roasters, Inc.* 3,133,026
107,695 HeartWare International, Inc.* 7,978,046
255,600 Insulet Corp.* 5,666,652
544,500 Integrated Device Tech, Inc.* 4,279,770
4,300 InterMune, Inc.* 154,155
2,300 IPC The Hospitalist Co., Inc.* 106,605
212,435 Lincare Holdings, Inc. 6,217,972
182,200 Mako Surgical Corp.* 5,416,806
6,300 Masimo Corp. 186,984
51,600 Monro Muffler Brake, Inc. 1,924,164
17,000 MYR Group, Inc.* 397,800
60,700 Nanometrics, Inc.* 1,152,693
122,800 Netlogic Microsystems, Inc.* 4,963,576
974,850 OCZ Technology Group, Inc.* 7,798,800
The accompanying notes are an integral part of these financial statements.
24 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
---------------------------------------------------------------------
Shares Security Value
---------------------------------------------------------------------
7,300 Orbital Sciences Corp.* $ 123,005
88,700 PF Chang's China Bistro, Inc.* 3,569,288
44,100 Pandora Media, Inc.* 833,931
15,300 Polypore International, Inc.* 1,037,952
12,000 Primo Water Corp.* 172,680
159,850 Quidel Corp.* 2,421,728
64,100 Sourcefire, Inc.* 1,905,052
79,100 Stillwater Mining Co.* 1,740,991
148,080 SuccessFactors, Inc.* 4,353,552
1,404 Synnex Corp.* 44,507
1,600 TTM Technologies, Inc.* 25,632
14,800 The Ultimate Software Group, Inc.* 805,564
9,400 Vocus, Inc.* 287,734
---------------------------------------------------------------------
Total $128,399,075
=====================================================================
(c) Securities lending collateral is managed by Credit Suisse AG, New York
Branch.
Purchases and sales of securities (excluding temporary cash investments) for
the six months ended June 30, 2011 aggregated $368,612,412 and $413,813,099,
respectively.
Various inputs are used in determining the value of the Fund's investments.
These inputs are summarized in the three broad levels listed below.
Highest priority is given to Level 1 inputs and lowest priority is given to
Level 3.
Level 1 -- quoted prices in active markets for identical securities
Level 2 -- other significant observable inputs (Including quoted prices for
similar securities, interest rates, prepayment speeds, credit
risk, etc.)
Level 3 -- significant unobservable inputs (Including the Fund's own
assumptions in determining fair value of investments)
The following is a summary of the inputs used as of June 30, 2011, in valuing
the Fund's assets:
Level 1 Level 2 Level 3 Total
Common Stocks $654,175,653 $ -- $ -- $654,175,653
Temporary Cash Investments -- 118,568,713 -- 118,568,713
Money Market Mutual Funds 12,554,753 -- -- 12,554,753
---------------------------------------------------------------------------------------------
Total $666,730,406 $118,568,713 $ -- $785,299,119
=============================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 25
Statement of Assets and Liabilities | 6/30/11 (unaudited)
ASSETS:
Investment in securities (including securities loaned of $128,399,075)
(cost $650,529,274) $785,299,119
Cash 9,590,951
Receivables --
Investment securities sold 10,519,546
Fund shares sold 114,009
Dividends and interest 542,593
Other 40,850
-------------------------------------------------------------------------------------
Total assets $806,107,068
-------------------------------------------------------------------------------------
LIABILITIES:
Payables --
Investment securities purchased $ 6,552,264
Fund shares repurchased 735,953
Upon return of securities loaned 131,123,466
Due to affiliates 158,678
Accrued expenses 78,278
-------------------------------------------------------------------------------------
Total liabilities $138,648,639
-------------------------------------------------------------------------------------
NET ASSETS:
Paid-in capital $661,483,260
Accumulated net investment loss (3,178,238)
Accumulated net realized loss on investments (125,616,438)
Net unrealized gain on investments 134,769,845
-------------------------------------------------------------------------------------
Total net assets $667,458,429
-------------------------------------------------------------------------------------
NET ASSET VALUE PER SHARE:
(No par value, Unlimited number of shares authorized)
Class A (based on $534,312,671/17,743,889 shares) $ 30.11
Class B (based on $24,664,732/970,116 shares) $ 25.42
Class C (based on $50,228,151/1,946,601 shares) $ 25.80
Class R (based on $10,787,307/359,907 shares) $ 29.97
Class Y (based on $47,465,568/1,525,359 shares) $ 31.12
MAXIMUM OFFERING PRICE:
Class A ($30.11 [divided by] 94.24% ) $ 31.95
=====================================================================================
The accompanying notes are an integral part of these financial statements.
26 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Statement of Operations (unaudited)
For the Six Months Ended 6/30/11
INVESTMENT INCOME:
Dividends $ 901,187
Interest and other income 86,362
Income from securities loaned, net 165,111
--------------------------------------------------------------------------------------
Total investment income $ 1,152,660
--------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 2,149,365
Transfer agent fees and expenses
Class A 466,264
Class B 71,598
Class C 40,007
Class R 3,159
Class Y 1,360
Distribution fees
Class A 653,013
Class B 132,535
Class C 249,882
Class R 27,872
Shareholder communications expense 282,471
Administrative reimbursements 97,187
Custodian fees 21,636
Registration fees 31,983
Professional fees 33,192
Printing expense 26,876
Fees and expenses of nonaffiliated trustees 11,293
Miscellaneous 31,205
--------------------------------------------------------------------------------------
Total expenses $ 4,330,898
--------------------------------------------------------------------------------------
Net expenses $ 4,330,898
--------------------------------------------------------------------------------------
Net investment loss $(3,178,238)
--------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on:
Investments $75,239,269
Class Actions 73,562 $75,312,831
--------------------------------------------------------------------------------------
Change in net unrealized gain on investments $(7,399,993)
--------------------------------------------------------------------------------------
Net gain on investments $67,912,838
--------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $64,734,600
======================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 27
Statement of Changes in Net Assets
For the Six Months Ended 6/30/11 and the Year Ended 12/31/10, respectively
---------------------------------------------------------------------------------------------
Six Months
Ended
6/30/11 Year Ended
(unaudited) 12/31/10
---------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment loss $ (3,178,238) $ (5,878,235)
Net realized gain on investments 75,312,831 83,212,924
Change in net unrealized gain (loss) on investments (7,399,993) 32,391,293
---------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 64,734,600 $ 109,725,982
---------------------------------------------------------------------------------------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 30,328,928 $ 56,980,953
Cost of shares repurchased (71,472,025) (170,198,548)
---------------------------------------------------------------------------------------------
Net decrease in net assets resulting from Fund share
transactions $(41,143,097) $(113,217,595)
---------------------------------------------------------------------------------------------
Net increase (decrease) in net assets $ 23,591,503 $ (3,491,613)
NET ASSETS:
Beginning of period 643,866,926 647,358,539
---------------------------------------------------------------------------------------------
End of period $667,458,429 $ 643,866,926
---------------------------------------------------------------------------------------------
Accumulated net investment loss $ (3,178,238) $ --
---------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
28 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------
'11 Shares '11 Amount '10 Shares '10 Amount
(unaudited) (unaudited)
------------------------------------------------------------------------------------------------
Class A
Shares sold 726,574 $ 21,145,506 1,745,810 $ 41,972,597
Less shares repurchased (1,526,262) (44,205,976) (3,537,049) (84,539,417)
------------------------------------------------------------------------------------------------
Net decrease (799,688) $(23,060,470) (1,791,239) $(42,566,820)
================================================================================================
Class B
Shares sold 42,500 $ 1,064,238 79,271 $ 1,641,859
Less shares repurchased (300,599) (7,347,421) (942,538) (19,218,308)
------------------------------------------------------------------------------------------------
Net decrease (258,099) $ (6,283,183) (863,267) $(17,576,449)
================================================================================================
Class C
Shares sold 111,444 $ 2,764,702 272,240 $ 5,688,243
Less shares repurchased (262,579) (6,516,136) (693,675) (14,477,584)
------------------------------------------------------------------------------------------------
Net decrease (151,135) $ (3,751,434) (421,435) $ (8,789,341)
================================================================================================
Class R
Shares sold 98,735 $ 2,836,996 146,300 $ 3,481,422
Less shares repurchased (131,319) (3,772,205) (215,068) (5,067,898)
------------------------------------------------------------------------------------------------
Net decrease (32,584) $ (935,209) (68,768) $ (1,586,476)
================================================================================================
Class Y
Shares sold 84,620 $ 2,517,486 174,551 $ 4,196,832
Less shares repurchased (320,036) (9,630,287) (1,921,859) (46,895,341)
------------------------------------------------------------------------------------------------
Net decrease (235,416) $ (7,112,801) (1,747,308) $(42,698,509)
================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 29
Financial Highlights
-----------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
6/30/11 Ended Ended Ended Ended Ended
(unaudited) 12/31/10 12/31/09 12/31/08 12/31/07 12/31/06
-----------------------------------------------------------------------------------------------------------------------------------
Class A
Net asset value, beginning of period $ 27.28 $ 22.81 $ 15.95 $ 25.24 $ 28.81 $ 31.16
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations:
Net investment loss $ (0.13) $ (0.22) $ (0.07) $ (0.07) $ (0.20) $ (0.02)
Net realized and unrealized gain (loss) on investments 2.96 4.69 6.93 (8.91) (1.01) 1.45
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 2.83 $ 4.47 $ 6.86 $ (8.98) $ (1.21) $ 1.43
Distributions to shareowners:
Net realized gain -- -- -- (0.31) (2.36) (3.78)
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.83 $ 4.47 $ 6.86 $ (9.29) $ (3.57) $ (2.35)
-----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 30.11 $ 27.28 $ 22.81 $ 15.95 $ 25.24 $ 28.81
===================================================================================================================================
Total return* 10.37% 19.60% 43.01% (35.39)% (3.90)% 4.78%
Ratio of net expenses to average net assets+ 1.23%** 1.29% 1.35% 1.28% 1.17% 1.28%
Ratio of net investment loss to average net assets+ (0.89)%** (0.86)% (0.53)% (0.29)% (0.65)% (0.39)%
Portfolio turnover rate 116%** 114% 140% 221% 104% 99%
Net assets, end of period (in thousands) $534,313 $505,960 $463,880 $171,415 $339,870 $428,128
Ratios with no waiver of fees and assumption of expenses
by the Adviser and no reduction for fees paid indirectly:
Net expenses 1.23%** 1.29% 1.35% 1.28% 1.17% 1.28%
Net investment loss (0.89)%** (0.86)% (0.53)% (0.29)% (0.65)% (0.39)%
Ratios with waiver of fees and assumption of expenses by
the Adviser and reduction for fees paid indirectly:
Net expenses 1.23%** 1.29% 1.35% 1.28% 1.16% 1.28%
Net investment loss (0.89)%** (0.86)% (0.53)% (0.28)% (0.64)% (0.39)%
===================================================================================================================================
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
30 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
----------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
6/30/11 Ended Ended Ended Ended Ended
(unaudited) 12/31/10 12/31/09 12/31/08 12/31/07 12/31/06
----------------------------------------------------------------------------------------------------------------------------------
Class B
Net asset value, beginning of period $ 23.17 $ 19.60 $ 13.90 $ 22.42 $26.19 $28.94
----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations:
Net investment loss $ (0.29) $ (0.55) $ (0.11) $ (0.39) $(0.48) $(0.48)
Net realized and unrealized gain (loss) on investments 2.54 4.12 5.81 (7.82) (0.93) 1.51
----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 2.25 $ 3.57 $ 5.70 $ (8.21) $(1.41) $ 1.03
Distributions to shareowners:
Net realized gain -- -- -- (0.31) (2.36) (3.78)
----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.25 $ 3.57 $ 5.70 $ (8.52) $(3.77) $(2.75)
----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 25.42 $ 23.17 $ 19.60 $ 13.90 $22.42 $26.19
==================================================================================================================================
Total return* 9.71% 18.21% 41.01% (36.41)% (5.06)% 3.74%
Ratio of net expenses to average net assets+ 2.43%** 2.45% 2.58% 2.84% 2.40% 2.40%
Ratio of net investment loss to average net assets+ (2.09)%** (2.03)% (1.54)% (1.86)% (1.88)% (1.67)%
Portfolio turnover rate 116%** 114% 140% 221% 104% 99%
Net assets, end of period (in thousands) $24,665 $28,464 $40,989 $ 1,153 $2,385 $3,145
Ratios with no waiver of fees and assumption of expenses
by the Adviser and no reduction for fees paid indirectly:
Net expenses 2.43%** 2.45% 2.58% 2.84% 2.40% 2.40%
Net investment loss (2.09)%** (2.03)% (1.54)% (1.86)% (1.88)% (1.67)%
Ratios with waiver of fees and assumption of expenses
by the Adviser and reduction for fees paid indirectly:
Net expenses 2.43%** 2.45% 2.58% 2.82% 2.37% 2.38%
Net investment loss (2.09)%** (2.03)% (1.54)% (1.84)% (1.85)% (1.65)%
==================================================================================================================================
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 31
Financial Highlights (continued)
-----------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
6/30/11 Ended Ended Ended Ended Ended
(unaudited) 12/31/10 12/31/09 12/31/08 12/31/07 12/31/06
-----------------------------------------------------------------------------------------------------------------------------------
Class C
Net asset value, beginning of period $ 23.47 $ 19.81 $ 14.02 $ 22.57 $ 26.32 $ 29.01
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations:
Net investment loss $ (0.22) $ (0.42) $ (0.09) $ (0.27) $ (0.46) $ (0.36)
Net realized and unrealized gain (loss) on investments 2.55 4.08 5.88 (7.97) (0.93) 1.45
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 2.33 $ 3.66 $ 5.79 $ (8.24) $ (1.38) $ 1.09
Distributions to shareowners:
Net realized gain -- -- -- (0.31) (2.36) (3.78)
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.33 $ 3.66 $ 5.79 $ (8.55) $ (3.75) $ (2.69)
-----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 25.80 $ 23.47 $ 19.81 $ 14.02 $ 22.57 $ 26.32
===================================================================================================================================
Total return* 9.93% 18.48% 41.30% (36.30)% (4.96)% 3.93%
Ratio of net expenses to average net assets+ 2.03%** 2.26% 2.39% 2.65% 2.22% 2.27%
Ratio of net investment loss to average net assets+ (1.68)%** (1.83)% (1.33)% (1.64)% (1.70)% (1.52)%
Portfolio turnover rate 116%** 114% 140% 221% 104% 99%
Net assets, end of period (in thousands) $50,228 $49,239 $49,845 $ 696 $ 1,042 $ 1,381
Ratios with no waiver of fees and assumption of expenses
by the Adviser and no reduction for fees paid indirectly:
Net expenses 2.03%** 2.26% 2.39% 2.65% 2.22% 2.27%
Net investment loss (1.68)%** (1.83)% (1.33)% (1.64)% (1.70)% (1.52)%
Ratios with waiver of fees and assumption of expenses by
the Adviser and reduction for fees paid indirectly:
Net expenses 2.03%** 2.26% 2.39% 2.64% 2.20% 2.26%
Net investment loss 1.68)%** (1.83)% (1.33)% (1.63)% (1.68)% (1.51)%
===================================================================================================================================
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
32 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
-----------------------------------------------------------------------------------------------------------------------
Six Months
Ended
6/30/11 Year Ended 8/3/09 to
(unaudited) 12/31/10 12/31/09 (a)
-----------------------------------------------------------------------------------------------------------------------
Class R
Net asset value, beginning of period $ 27.20 $ 22.80 $ 20.45
-----------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment loss $ 0.18) $ (0.29) $ (0.04)
Net realized and unrealized gain on investments 2.95 4.69 2.39
-----------------------------------------------------------------------------------------------------------------------
Net increase from investment operations $ 2.77 $ 4.40 $ 2.35
-----------------------------------------------------------------------------------------------------------------------
Net increase in net asset value $ 2.77 $ 4.40 $ 2.35
-----------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 29.97 $ 27.20 $ 22.80
=======================================================================================================================
Total return* 10.18% 19.30% 11.49%(b)
Ratio of net expenses to average net assets+ 1.54%** 1.55% 1.58%**
Ratio of net investment income to average net assets+ (1.19)%** (1.12)% (0.49)%**
Portfolio turnover rate 116%** 114% 140%**
Net assets, end of period (in thousands) $ 10,787 $10,677 $10,515
Ratios with reduction for fees paid indirectly:
Net expenses 1.54%** 1.55% 1.58%**
Net investment loss 1.19)%** (1.12)% (0.49)%**
=======================================================================================================================
(a) Class R shares were first publicly offered on August 3, 2009.
(b) Not Annualized.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, and the complete redemption of
the investment at net asset value at each end of each period.
** Not Annualized.
+ Ratio with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 33
Financial Highlights (continued)
-----------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
6/30/11 Ended Ended Ended Ended Ended
(unaudited) 12/31/10 12/31/09 12/31/08 12/31/07 12/31/06
-----------------------------------------------------------------------------------------------------------------------------------
Class Y
Net asset value, beginning of period $ 28.13 $ 23.39 $ 16.26 $ 25.59 $ 29.05 $ 31.19
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations:
Net investment income (loss) $ (0.07) $ (0.11) $ 0.01(a) $ 0.05 $ (0.06) $ 0.01
Net realized and unrealized gain (loss) on investments 3.06 4.85 7.13 (9.07) (1.04) 1.63
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 2.99 $ 4.74 $ 7.13 $ (9.02) $ (1.10) $ 1.64
Distributions to shareowners:
Net realized gain -- -- -- (0.31) (2.36) (3.78)
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.99 $ 4.74 $ 7.13 $ (9.33) $ (3.46) $ (2.14)
-----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 31.12 $ 28.13 $ 23.39 $ 16.26 $ 25.59 $ 29.05
===================================================================================================================================
Total return* 10.63% 20.26% 43.85% (35.06)% (3.48)% 5.46%
Ratio of net expenses to average net assets+ 0.74%** 0.76% 0.77% 0.79% 0.71% 0.72%
Ratio of net investment income (loss) to average net assets+ (0.39)%** (0.34)% (0.04)% 0.23% (0.19)% 0.00%
Portfolio turnover rate 116%** 114% 140% 221% 104% 99%
Net assets, end of period (in thousands) $47,466 $49,527 $82,061 $42,259 $75,001 $139,415
Ratios with waiver of fees and assumption of expenses by the
Adviser and reduction for fees paid indirectly:
Net expenses 0.74%** 0.76% 0.77% 0.79% 0.71% 0.70%
Net investment income (loss) (0.39)%** (0.34)% 0.04% 0.23% (0.19)% 0.02%
===================================================================================================================================
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of each period.
** Annualized.
+ Ratios with no reduction for fees paid indirectly.
(a) The amount shown for share outstanding does not correspond with the net
investment loss on the Statement of Operations for the period due to the
timing of sales and repurchases of shares.
The accompanying notes are an integral part of these financial statements.
34 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Notes to Financial Statements | 6/30/11 (unaudited)
1. Organization and Significant Accounting Policies
Pioneer Growth Opportunities Fund (the Fund) is one of two series comprising
Pioneer Series Trust II, a Delaware statutory trust. The Fund is registered
under the Investment Company Act of 1940 as a diversified, open-end management
investment company. The investment objective of the Fund is growth of capital.
The Fund offers five classes of shares designated as Class A, Class B, Class C,
Class R, and Class Y shares. Class R shares were first publicly offered on
August 3, 2009. Class Y shares were first publicly offered on September 23,
2005. Effective as of the close of business on December 31, 2009, Class B
shares are no longer offered to new or existing shareholders, except that
dividends and/or capital gain distributions may continue to be reinvested in
Class B shares, and shareholders may exchange their Class B shares for Class B
shares of other Pioneer funds, as permitted by existing exchange privileges.
Each class of shares represents an interest in the same portfolio of
investments of the Fund and has identical rights (based on relative net asset
values) to assets and liquidation proceeds. Share classes can bear different
rates of class-specific fees and expenses such as transfer agent and
distribution fees. Differences in class-specific fees and expenses will result
in differences in net investment income and, therefore, the payment of
different dividends from net investment income earned by each class. The
Amended and Restated Declaration of Trust of the Fund gives the Board the
flexibility to specify either per share voting or dollar-weighted voting when
submitting matters for shareholder approval. Under per share voting, each share
of a class of the Fund is entitled to one vote. Under dollar-weighted voting, a
shareholder's voting power is determined not by the number of shares owned, but
by the dollar value of the shares on the record date. Each share class has
exclusive voting rights with respect to matters affecting only that class,
including with respect to the distribution plan for that class. There is no
distribution plan for Class Y shares. Class B shares convert to Class A shares
approximately eight years after the date of purchase.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making the Fund more susceptible to
any economic, political, or regulatory developments or other risks affecting
those industries and sectors. The Fund's prospectus contains unaudited
information regarding the Fund's principal risks. Please refer to that document
when considering the Fund's principal risks.
The Fund's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 35
Fund to, among other things, make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosure of contingent assets
and liabilities at the date of the financial statements, and the reported
amounts of income, expenses, and gain or loss on investments during the
reporting period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Fund in the preparation of its financial statements, which are consistent with
those policies generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. The net asset value of
the Fund is computed once daily, on each day the New York Stock Exchange
(NYSE) is open, as of the close of regular trading on the NYSE. In computing
the net asset value, securities that have traded on an exchange are valued at
the last sale price on the principal exchange where they are traded.
Securities that have not traded on the date of valuation, or securities for
which sale prices are not available, generally are valued at the mean between
the last bid and asked prices. Securities for which market prices and/or
quotations are not readily available or are considered to be unreliable are
valued using fair value methods pursuant to procedures adopted by the Board
of Trustees.
Trading in foreign securities is substantially completed each day at various
times prior to the close of the NYSE. The values of such securities used in
computing the net asset value of the Fund's shares are determined as of such
times.
The Fund may use fair value methods if it is determined that a significant
event has occurred after the close of the exchange or market on which the
security trades and prior to the determination of the Fund's net asset value.
Thus, the valuation of the Fund's securities may differ from exchange prices.
At June 30, 2011, no securities were valued using fair value methods (other
than securities that were valued using prices supplied by independent pricing
services). Inputs used when applying fair value methods to value a security
may include credit ratings, the financial condition of the company, current
market conditions and comparable securities. Short-term fixed income
securities with remaining maturities of sixty days or less generally are
valued at amortized cost. Money market mutual funds are valued at net asset
value.
Dividend income is recorded on the ex-dividend date except that certain
dividends from foreign securities where the ex-dividend date may have passed
are recorded as soon as the Fund becomes aware of the ex-dividend data in the
exercise of reasonable diligence. Interest income, including interest on
income bearing cash accounts, is recorded on the accrual basis. Dividend and
interest income are reported net of unrecoverable foreign taxes withheld at
the applicable country rates.
36 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
B. Foreign Currency Translation
The books and records of the Fund are maintained in U.S. dollars. Amounts
denominated in foreign currencies are translated into U.S. dollars using
current exchange rates.
Net realized gains and losses on foreign currency transactions, if any,
represent, among other things, the net realized gains and losses on foreign
currency contracts, disposition of foreign currencies and the difference
between the amount of income accrued and the U.S. dollars actually received.
Further, the effects of changes in foreign currency exchange rates on
investments are not segregated in the statement of operations from the
effects of changes in market price of those securities but are included with
the net realized and unrealized gain or loss on investments.
C. Federal Income Taxes
It is the Fund's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no federal tax provision is required. Tax years for
the prior three fiscal years remain subject to examination by tax
authorities.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal income
tax rules. Therefore, the sources of the Fund's distributions may be shown in
the accompanying financial statements as from or in excess of net investment
income or as from net realized gain on investment transactions, or as from
paid-in capital, depending on the type of book/tax differences that may
exist.
Under the recently enacted Regulated Investment Company Modernization Act of
2010, the Fund will be permitted to carry forward capital losses incurred in
taxable years beginning after December 22, 2010 for an unlimited period.
However, any losses incurred during those future years will be required to be
utilized prior to the losses incurred in pre-enactment tax years. As a result
of this ordering rule, pre-enactment capital loss carryforwards may be more
likely to expire unused. Additionally, post enactment capital losses that are
carried forward will retain their character as either short-term or long-term
capital losses rather than being considered all short-term as under previous
law.
The tax character of current year distributions payable will be determined at
the end of the current taxable year. There were no distributions paid during
the year ended December 31, 2010.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 37
The following shows the components of distributable earnings on a federal
income tax basis at December 31, 2010:
--------------------------------------------------------------------------
2010
--------------------------------------------------------------------------
Distributable earnings:
Capital loss carryforward $(194,800,639)
Unrealized appreciation 136,041,208
--------------------------------------------------------------------------
Total $ (58,759,431)
==========================================================================
The difference between book basis and tax basis unrealized appreciation is
attributable to the tax deferral of losses on wash sales.
D. Fund Shares
The Fund records sales and repurchases of its shares as of trade date.
Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Fund
and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit),
earned $13,953 in underwriting commissions on the sale of Class A shares
during the six months ended June 30, 2011. During the six months ended June
30, 2011 the Fund recognized gains of $73,562 in settlement of class action
lawsuits from several different companies, as reflected on the Statement of
Operations.
E. Class Allocations
Income, common expenses and realized and unrealized gains and losses are
calculated at the Fund level and allocated daily to each class of shares
based on its respective percentage of adjusted net assets at the beginning of
the day.
Distribution fees are calculated based on the average daily net asset value
attributable to Class A, Class B, Class C and Class R shares of the Fund,
respectively (see Note 4). Class Y shares do not pay distribution fees. All
expenses and fees paid to the transfer agent, Pioneer Investment Management
Shareholder Services, Inc. (PIMSS), for its services are allocated among the
classes of shares based on the number of accounts in each class and the
ratable allocation of related out-of-pocket expenses (see Note 3).
Distributions to shareowners are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner and at the same time, except that net
investment income dividends to Class A, Class B, Class C, Class R and Class Y
shares can reflect different transfer agent and distribution expense rates.
38 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
F. Securities Lending
The Fund lends securities in its portfolio to certain broker-dealers or other
institutional investors. When entering into a securities loan transaction,
the Fund typically receives cash collateral from the borrower equal to at
least the value of the securities loaned, which is invested in temporary
investments. Credit Suisse AG, New York Branch, as the Fund's securities
lending agent, manages the Fund's securities lending collateral. The income
earned on the investment of collateral is shared with the borrower and the
lending agent in payment of any rebate due to the borrower with respect to
the securities loan, and in compensation for the lending agent's services to
the Fund. The Fund also continues to receive payments in lieu of dividends or
interest on the securities loaned. Gain or loss on the value of the loaned
securities that may occur during the term of the loan will be for the account
of the Fund. The amount of the collateral is required to be adjusted daily to
reflect any price fluctuation in the value of the loaned securities. If the
required market value of the collateral is less than the value of the loaned
securities, the borrower is required to deliver additional collateral for the
account of the Fund prior to the close of business on that day. The Fund has
the right, under the lending agreement, to terminate the loan and recover the
securities from the borrower with prior notice. The Fund is required to
return the cash collateral to the borrower and could suffer a loss if the
value of the collateral, as invested, has declined.
G. Repurchase Agreements
With respect to repurchase agreements entered into by the Fund, the value of
the underlying securities (collateral), including accrued interest, is
required to be equal to or in excess of the repurchase price. The collateral
for all repurchase agreements is held in safekeeping in the customer-only
account of the Fund's custodian or a subcustodian of the Fund. The Fund's
investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible
for determining that the value of the collateral remains at least equal to
the repurchase price.
H. Option Writing
The Fund may buy and sell put and call options, or write put and covered call
options on portfolio securities in order to produce incremental earning or
protect against changes in the value of portfolio securities. The Fund
generally purchases put options or write covered call options to hedge
against adverse movements in the value of portfolio holdings. When an option
is written, the Fund receives a premium and becomes obligated to sell or
purchase the underlying security at a fixed price, upon the exercise of the
option. When the Fund writes an option, an amount equal to the premium
received by the Fund is recorded as a liability and is subsequently adjusted
to the current value of the option written. Premiums received from writing
options that expire unexercised are treated by the Fund on the expiration
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 39
date as realized gains from investments. The difference between the premium
and the amount paid on effecting a closing purchase transaction, including
brokerage commissions, is also treated as a realized gain, or, if the premium
is less than the amount paid for the closing purchase transaction, as a
realized loss. If a call option is exercised, the premium is added to the
proceeds from the sale of the underlying security in determining whether the
Fund has realized a gain or loss. The Fund as writer of an option bears the
market risk of an unfavorable change in the price of the security underlying
the written option. For the six months ended June 30, 2011 there were no
transactions in written options.
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredit, manages the Fund's
portfolio. Management fees are calculated daily at the annual rate of 0.65% of
the Fund's average daily net assets.
In addition, under the management and administration agreements, certain other
services and costs, including accounting, regulatory reporting and insurance
premiums, are paid by the Fund as administrative reimbursements. Included in
"Due to Affiliates" reflected on the Statement of Assets and Liabilities is
$12,284 in management fees, administrative costs and certain other
reimbursements payable to PIM at June 30, 2011.
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially
all transfer agent and shareowner services to the Fund at negotiated rates.
In addition, the Fund reimburses PIMSS for out-of-pocket expenses incurred by
PIMSS related to shareholder communications activities such as proxy and
statement mailings, outgoing phone calls and omnibus relationship contracts.
For the period ended June 30, 2011 such out-of-pocket expenses by class of
shares were as follows:
--------------------------------------------------------------------------
Shareholder Communications:
--------------------------------------------------------------------------
Class A $208,284
Class B 21,158
Class C 36,147
Class R 14,546
Class Y 2,336
--------------------------------------------------------------------------
Total $282,471
==========================================================================
Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $140,598 in transfer agent fees and out-of-pocket reimbursements
payable to PIMSS at June 30, 2011.
40 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
4. Distribution and Service Plans
The Fund has adopted a Distribution Plan pursuant to Rule 12b-1 of the
Investment Company Act of 1940 with respect to its Class A, Class B, Class C
and Class R shares. Pursuant to the Plan, the Fund pays PFD 0.25% of the
average daily net assets attributable to Class A shares as compensation for
personal services and/or account maintenance services or distribution services
with regard to Class A shares. Pursuant to the Plan, the Fund also pays PFD
1.00% of the average daily net assets attributable to Class B and Class C
shares. The fee for Class B and Class C shares consists of a 0.25% service fee
and a 0.75% distribution fee paid as compensation for personal services and/or
account maintenance services or distribution services with regard to Class B
and Class C shares. Pursuant to the Plan, the Fund further pays PFD 0.50% of
the average daily net assets attributable to Class R shares for distribution
services. Included in "Due to affiliates" reflected on the Statement of Assets
and Liabilities is $5,796 in distribution fees payable to PFD at June 30, 2011.
The Fund also has adopted a separate service plan for Class R shares (Service
Plan). The Service Plan authorizes the Fund to pay securities dealers, plan
administrators or other service organizations that agree to provide certain
services to retirement plans or plan participants holding shares of the Fund a
service fee of up to 0.25% of the Fund's average daily net assets attributable
to Class R shares held by such plans.
In addition, redemptions of each class of shares (except Class R and Class Y
shares) may be subject to a contingent deferred sales charge (CDSC). A CDSC of
1.00% may be imposed on redemptions of certain net asset value purchases of
Class A shares within 18 months of purchase (within 12 months for purchases
made on or after April 1, 2009). Class B shares that are redeemed within five
years of purchase are subject to a CDSC at declining rates beginning at 4.00%,
based on the lower of cost or market value of shares being redeemed.
Redemptions of Class C shares within one year of purchase are subject to a CDSC
of 1.00%, based on the lower of cost or market value of shares being redeemed.
Shares purchased as part of an exchange remain subject to any CDSC that applied
to the original purchase of those shares. There is no CDSC for Class R or Class
Y shares. Proceeds from the CDSCs are paid to PFD. For the six months ended
June 30, 2010, CDSCs in the amount of $23,014 were paid to PFD.
5. Expense Offset Arrangements
The Fund has entered into certain expense offset arrangements with PIMSS which
may result in a reduction in the Fund's total expenses, due to interest earned
on cash held by PIMSS. For the period ended June 30, 2011, the Fund's expenses
were not reduced under such arrangements.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 41
6. Line of Credit Facility
The Fund, along with certain other funds in the Pioneer Family of Funds (the
Funds), participates in a $165 million committed, unsecured revolving line of
credit facility. Borrowings are used solely for temporary or emergency
purposes. The Fund may borrow up to the lesser of the amount available under
the facility or the limits set for borrowing by the Fund's prospectus and the
1940 Act. Interest on borrowings is payable at the higher of the London
Interbank Offered Rate (LIBOR) on the borrowing date plus 1.25% on an
annualized basis or the Federal Funds Rate on the borrowing date plus 1.25% on
an annualized basis. The Funds pay an annual commitment fee for this facility.
The commitment fee is allocated among participating Funds based on an
allocation schedule set forth in the credit agreement. For the period ended
June 30, 2011, the Fund had no borrowings under this agreement.
7. Subsequent Events
On August 5, 2011, Standard & Poor's Ratings Services (S&P) lowered its credit
rating of the United States' long-term debt from AAA to AA+, with a "Negative"
outlook. S&P reaffirmed its top (A-1+) rating on the U.S. government's
short-term debt. S&P's downgrade reflects their opinion that the fiscal
consolidation plan, that Congress and the Obama Administration agreed to on
August 2, 2011 falls short of what would be necessary to stabilize the
government's medium-term debt dynamics. The downgrade also reflects S&P's
opinion that the effectiveness, stability, and predictability of U.S.
policymaking and political institutions have weakened at a time of ongoing
fiscal and economic challenges to a degree more than they envisioned when S&P
assigned a negative outlook to the rating on April 18, 2011. The long-term
effect of the downgrade is uncertain at this time.
In preparing these financial statements, PIM has evaluated the impact of all
events and transactions for potential recognition or disclosure and has
determined that there were no subsequent events requiring recognition or
disclosure in the financial statements.
42 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
Trustees, Officers and Service Providers
Trustees Officers
John F. Cogan, Jr., Chairman John F. Cogan, Jr., President
David R. Bock Daniel K. Kingsbury, Executive
Mary K. Bush Vice President
Benjamin M. Friedman Mark E. Bradley, Treasurer
Margaret B.W. Graham Christopher J. Kelley, Secretary
Daniel K. Kingsbury
Thomas J. Perna
Marguerite A. Piret
Stephen K. West
Investment Adviser and Administrator
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Bingham McCutchen LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during
the most recent 12-month period ended June 30 is publicly available to
shareowners at us.pioneerinvestments.com. This information is also available on
the Securities and Exchange Commission's web site at http://www.sec.gov.
Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11 43
This page for your notes.
44 Pioneer Growth Opportunities Fund | Semiannual Report | 6/30/11
How to Contact Pioneer
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
--------------------------------------------------------------------------------
Account Information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Write to us:
--------------------------------------------------------------------------------
PIMSS, Inc.
P.O. Box 55014
Boston, Massachusetts 02205-5014
Our toll-free fax 1-800-225-4240
Our internet e-mail address ask.pioneer@pioneerinvestments.com
(for general questions about Pioneer only)
Visit our web site: us.pioneerinvestments.com
This report must be preceded or accompanied by a prospectus.
The Fund files a complete schedule of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
web site at http://www.sec.gov. The filed form may also be viewed and copied at
the Commission's Public Reference Room in Washington, DC. Information regarding
the operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
Pioneer AMT-Free
Municipal Fund
--------------------------------------------------------------------------------
Semiannual Report | June 30, 2011
--------------------------------------------------------------------------------
Ticker Symbols:
Class A PBMFX
Class B PBMUX
Class C MNBCX
Class Y PBYMX
[LOGO]PIONEER
Investments(R)
visit us: pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 8
Prices and Distributions 9
Performance Update 10
Comparing Ongoing Fund Expenses 14
Schedule of Investments 16
Financial Statements 30
Notes to Financial Statements 38
Trustees, Officers and Service Providers 46
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 1
President's Letter
Dear Shareowner,
The U.S. economy went through a soft patch in the first half of 2011, and the
second half of the year, so far, has been highlighted by the U.S. government's
battle over the debt ceiling and Standard & Poor's downgrade of the U.S.
Treasury's credit rating from the top rating of "AAA" for the first time in
history. The markets reacted quite negatively to the credit downgrade, and
there is concern about the strength of the global economy going forward.
Pioneer is cautiously optimistic that the U.S. economy will see moderate
economic growth over the balance of 2011, though at a slower pace than we had
expected earlier this year. While housing and employment remain weak, the
private sector shows signs of slow but steady improvement, led by higher
capital investment, solid exports, improved consumption, and gradually rising
demand for consumer auto loans and commercial loans. At the same time, the
risks to growth remain substantial, including high unemployment, continued
delays in the housing sector's recovery, and the fiscal drag of U.S. federal
and state budget cuts.
The difficult recovery process has been accompanied by wide market swings.
While this is a challenging environment, our investment professionals continue
to focus on finding good opportunities to invest in both equity and bond
markets using the same disciplined approach Pioneer has used since 1928. Our
approach is to identify undervalued individual securities with the greatest
potential for success, carefully weighing risk against reward. Our teams of
investment professionals continually monitor and analyze the relative
valuations of different sectors and securities globally to help build
portfolios that we believe can help you achieve your investment goals.
At Pioneer, we have long advocated the benefits of staying diversified and
investing for the long term. The strategy has generally performed well for many
investors. Our advice, as always, is to work closely with a trusted financial
advisor to discuss your goals and work together to develop an investment
strategy that meets your individual needs. There is no single best strategy
that works for every investor.
We invite you to learn more about Pioneer and our time-tested approach to
investing by consulting with your financial advisor or visiting us online at
2 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
us.pioneerinvestments.com. We greatly appreciate your trust in us and we thank
you for investing with Pioneer.
Sincerely,
/s/ Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA, Inc.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 3
Portfolio Management Discussion | 6/30/11
In the following interview, David Eurkus outlines the investment environment
for tax-free bonds during Pioneer AMT-Free Municipal Fund's most recent
semiannual reporting period ended June 30, 2011, as well as the Fund's
performance, his investment strategy and his outlook. Mr. Eurkus, senior vice
president and portfolio manager at Pioneer, is the lead portfolio manager of
the Fund, which he co-manages with Timothy Pynchon, portfolio manager at
Pioneer.
Q How did the Fund perform during the six months ended June 30, 2011?
A Pioneer AMT-Free Municipal Fund Class A shares returned 4.99% at net asset
value over the six months ended June 30, 2011, while the Fund's benchmark,
the Barclays Capital Municipal Bond Index (the Barclays Index), returned
4.42%. Over the same period, the average return of the 261 mutual funds in
Lipper's General Municipal Debt Funds category was 4.16%.
Q How would you describe the investment environment for tax-exempt bonds during
the six months ended June 30, 2011?
A Coming into 2011, the municipal bond market was negatively affected by
several events that took place late in 2010: negative headlines regarding
the fiscal health and solvency of some states and municipalities;
well-publicized remarks by one analyst predicting massive defaults on
municipal securities in 2011 (which has not transpired); outflows from
mutual funds as investors reacted to negative media coverage; and Congress'
decision to end the Build America Bonds (BAB) program, which caused
investors to anticipate negative effects from a significant increase in the
supply of municipal bonds. Supply did, in fact, temporarily increase, and
demand for municipals shrank dramatically as many investors fled the
market.
Beginning in late January, however, with municipal bond yields at very
attractive levels compared with those of taxable securities, even for
investors in lower tax brackets, the municipal market staged a strong
rally. In addition, we actually saw a sharp reduction in the volume of new
issuance during the first half of 2011, with new-issue supply averaging 50%
less than the moving average of the past 10 years. At the same time,
municipal securities continued to register the second-lowest default rate
among fixed-income asset classes, and a lower default rate than that of the
previous year.
4 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
Q Could you describe your investment strategy for the Fund during the six-month
period ended June 30, 2011?
A Our principal investment strategy for the Fund is to purchase and hold
discounted long-term municipal bonds, as those investments offer the
highest yields in the tax-exempt marketplace. We adhered to that strategy
during the six-month period ended June 30, 2011. Despite the volatility
that we have witnessed in the municipal market since late 2010, on a
long-term basis we continue to be comfortable with the Fund's long-duration
stance, which we maintained during the period (duration is a measure of a
portfolio's price sensitivity to changes in interest rates).
During the six-month period, the Fund also continued to have a strong focus
on sectors vital to communities nationwide. The sectors include health
care/hospitals, public and private education, transportation, power and
energy.
We maintained our strong focus on overall portfolio quality during the six-
month period. As of June 30, 2011, 8% of the Fund's portfolio was rated AAA
or the equivalent, and 53% was rated A or better. In addition, the Fund
remained broadly diversified among a wide range of municipal bond sectors.
We believe that over the long term, our broadly diversified strategy will
enable the Fund to outperform its benchmark and peers.
Q What types of securities had the most positive and most negative effects on
the Fund's performance during the six months ended June 30, 2011?
A The largest contribution to performance over the six-month period came from
the Fund's positioning in long-maturity bonds as well as holdings in
A-rated and Baa-rated issues, which performed extremely well. In addition,
the Fund's modest holdings in tobacco bonds, derived from 1998's Master
Settlement Agreement between 46 states and major tobacco companies,
contributed to performance, as the bonds have recently performed better
based on agreements reached with tobacco companies regarding compensation
for various states.
The largest detractor from performance during the period came from the
Fund's small position in bonds priced to a short call date. The bonds,
which now carry very short maturities, posted near-zero returns during a
period when longer-maturity issues enjoyed solid returns.
As we were comfortable with the bond positions that already had been built
into the Fund's portfolio over the last two years -- and with the Fund's
long-duration stance -- we did not make any significant purchases or sales
over the period.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 5
Q What is your outlook?
A Our overall outlook is for modest economic progress, with future U.S. growth
and municipal finances dependent in part on the effects of the recently
passed debt ceiling agreement. Based on relatively weak economic reports
thus far in 2011 in the United States, Europe and Asia, along with
continued low U.S. inflation, we expect the U.S. Federal Reserve Board to
refrain from raising interest rates through the first half of 2012. We
remain constructive concerning the municipal bond market, primarily because
the municipal market is where most necessary U.S. infrastructure projects
get their financing. Additionally, despite the recent rally, municipal bond
yields remain attractive when compared with taxable fixed-income
investments, even for individuals in lower tax brackets. Moreover, we are
encouraged by the improving credit posture for states and municipalities,
which helped to fuel the rally in tax-exempt bonds in the first half of
2011. On average, state tax revenues have grown in each of the past five
quarters, and many states have made progress in reforming their pension
systems.
The Fund will continue to hold select long-term tax-exempt bonds that we
believe have the strongest opportunity to perform well, and we will seek to
avoid municipals that could falter due to budgetary problems on the part of
their issuers. We will continue to monitor closely the Fund's holdings to
ensure their integrity and quality, and the timely payment of principal and
interest by the Fund's investments. The Fund remains broadly diversified,
with only very limited exposure to general obligation bonds, which are more
tied to states' general revenues. The vast majority of Fund holdings are in
bonds with dedicated revenue streams, an area which we also continue to
monitor closely.
Going forward, we will monitor the potential impact of the national health-
care legislation on the hospital/health-care portion of the municipal
market. More generally, we will continue to look for opportunities to lock
in attractive yields for the Fund from high quality, long-term tax-free
bonds. We believe that Pioneer AMT-Free Municipal Fund continues to be a
suitable vehicle for long-term investors who seek high income free from
federal taxes.
Please refer to the Schedule of Investments on pages 16-29 for a full listing
of Fund securities.
When interest rates rise, the prices of fixed-income securities in the Fund
will generally fall. Conversely, when interest rates fall, the prices of
fixed-income securities in the Fund will generally rise.
Investments in the Fund are subject to possible loss due to the financial
failure of issuers of underlying securities and their inability to meet their
debt obligations.
6 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
Investing in foreign and/or emerging market securities involves risks relating
to interest rates, currency exchange rates, economic, and political conditions.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making the Fund more susceptible to
any economic, political, or regulatory developments or other risks affecting
those industries and sectors.
A portion of income may be subject to local, state and federal income tax.
Capital gains, if any, are subject to capital gains tax.
These risks may increase share price volatility.
Past performance is not a guarantee of future results, and there is no
guarantee that market forecasts discussed will be realized.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of fund management as of the date of this report.
These opinions should not be relied upon for any other purposes.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 7
Portfolio Summary | 6/30/11
Portfolio Quality
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
AAA 7.6%
AA 17.9%
A 27.6%
BBB 37.5%
BB & lower 8.6%
Commercial Paper 0.8%
Bond ratings are ordered highest to lowest in portfolio. Based on Standard &
Poor's measures, AAA (highest possible rating) through BBB are considered
investment grade; BB or lower ratings are considered non-investment grade. Cash
equivalents and some bonds may not be rated.
Sector Distribution
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Insured 29.8%
Health 28.8%
Various Revenues 8.3%
Special Revenues 7.8%
Education 6.9%
Transportation 5.1%
Water & Sewer 3.0%
General Obligation 2.7%
Pollution Control Revenue 2.5%
Power 2.0%
Housing 1.5%
Escrowed 0.8%
Reserves 0.8%
10 Largest Holdings*
--------------------------------------------------------------------------------
(As a percentage of total long-term holdings)
1. California State, 4.25%, 8/1/33 2.08%
2. California Statewide Communities Development Authority, 5.0%, 8/15/47 2.01
3. Massachusetts State Housing Finance Agency, 5.4%, 12/1/28 1.79
4. North Carolina Eastern Municipal Power, 6.0%, 1/1/22 1.74
5. Public Authority for Colorado Energy, 6.5%, 11/15/38 1.61
6. Tampa-Hillsborough County Florida, 4.0%, 7/1/34 1.44
7. Texas Private Activity, 7.0%, 6/30/40 1.34
8. Tobacco Settlement Authority Washington, 6.625%, 6/1/32 1.29
9. Philadelphia Hospital, 5.0%, 7/1/34 1.28
10. King County Washington Housing, 5.5%, 5/1/38 1.25
* This list excludes temporary cash investments and derivative instruments. The
portfolio is actively managed, and current holdings may be different. The
holdings listed should not be considered recommendations to buy or sell any
security listed.
8 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
Prices and Distributions | 6/30/11
Net Asset Value per Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Class 6/30/11 12/31/10
--------------------------------------------------------------------------------
A $ 12.87 $ 12.56
--------------------------------------------------------------------------------
B $ 12.79 $ 12.48
--------------------------------------------------------------------------------
C $ 12.77 $ 12.46
--------------------------------------------------------------------------------
Y $ 12.85 $ 12.53
--------------------------------------------------------------------------------
Distributions per Share: 1/1/11-6/30/11
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
--------------------------------------------------------------------------------
A $ 0.3050 $ -- $ --
--------------------------------------------------------------------------------
B $ 0.2482 $ -- $ --
--------------------------------------------------------------------------------
C $ 0.2543 $ -- $ --
--------------------------------------------------------------------------------
Y $ 0.3209 $ -- $ --
--------------------------------------------------------------------------------
Index Definition
--------------------------------------------------------------------------------
The Barclays Capital Municipal Bond Index is a broad measure of the municipal
bond market. Index returns are calculated monthly, assume reinvestment of
dividends and, unlike Fund returns, do not reflect any fees, expenses or sales
charges. It is not possible to invest directly in an index.
The index defined here pertains to the "Value of $10,000 Investment" and "Value
of $5 Million Investment" charts shown on pages 10-13.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 9
Performance Update | 6/30/11 Class A Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer AMT-Free Municipal Fund at public offering price,
compared to that of the Barclays Capital Municipal Bond Index.
Average Annual Total Returns
(As of June 30, 2011)
------------------------------------------------------------------------------
Net Asset Public Offering
Period Value (NAV) Price (POP)
------------------------------------------------------------------------------
10 Years 4.70% 4.22%
5 Years 3.81 2.86
1 Year 2.87 -1.78
------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011, as revised
May 20, 2011)
------------------------------------------------------------------------------
Gross Net
------------------------------------------------------------------------------
0.85% 0.82%
------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer AMT-Free Barclays Capital
Municipal Fund Municipal Bond Index
6/01 9,550 10,000
10,147 10,692
6/03 11,207 11,626
11,221 11,714
6/05 12,397 12,679
12,541 12,791
6/07 13,119 13,392
13,246 13,825
6/09 12,862 14,347
14,700 15,726
6/11 15,121 16,272
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
NAV results represent the percent change in net asset value per share. Returns
would have been lower had sales charges been reflected. POP returns reflect
deduction of maximum 4.50% sales charge. All results are historical and assume
the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
Pioneer AMT-Free Municipal Fund acquired the assets and liabilities of
predecessor fund Safeco Municipal Bond Fund on December 10, 2004. The
performance shown for Class A shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class A shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). If all the expenses of the Fund were
reflected, the performance of the Fund's Class A shares would be lower than the
performance shown.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers
may not be in effect for all funds. Certain fee waivers are contractual through
a specified period. Otherwise, fee waivers can be rescinded at any time. See
the prospectus and financial statements for more information.
The net expense ratio reflects the contractual expense limitation currently in
effect through June 1, 2012 for Class A shares. There can be no assurance that
Pioneer will extend the expense limitation beyond such time. Please see the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
10 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
Performance Update | 6/30/11 Class B Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer AMT-Free Municipal Fund, compared to that of the
Barclays Capital Municipal Bond Index.
Average Annual Total Returns
(As of June 30, 2011)
------------------------------------------------------------------
If If
Period Held Redeemed
------------------------------------------------------------------
10 Years 3.83% 3.83%
5 Years 2.90 2.90
1 Year 2.05 -1.88
------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011, as revised
May 20, 2011)
------------------------------------------------------------------
Gross Net
------------------------------------------------------------------
1.68% 1.68%
------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer AMT-Free Barclays Capital
Municipal Fund Municipal Bond Index
6/01 10,000 10,000
10,533 10,692
6/03 11,539 11,626
11,465 11,714
6/05 12,562 12,679
12,627 12,791
6/07 13,089 13,392
13,091 13,825
6/09 12,601 14,347
14,273 15,726
6/11 14,565 16,272
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. "If Redeemed"
returns reflect the deduction of applicable contingent deferred sales charge
(CDSC). The maximum CDSC is 4% and declines over five years.
All results are historical and assume the reinvestment of dividends and capital
gains. Other share classes are available for which performance and expenses
will differ.
Pioneer AMT-Free Municipal Fund acquired the assets and liabilities of
predecessor fund Safeco Municipal Bond Fund on December 10, 2004. The
performance shown for Class B shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class B shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). If all the expenses of the Fund were
reflected, the performance of the Fund's Class B shares would be lower than the
performance shown.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers
may not be in effect for all funds. Certain fee waivers are contractual through
a specified period. Otherwise, fee waivers can be rescinded at any time. See
the prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of taxes that a
shareowner would pay on Fund distributions or the redemption of Fund shares.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 11
Performance Update | 6/30/11 Class C Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer AMT-Free Municipal Fund, compared to that of the
Barclays Capital Municipal Bond Index.
Average Annual Total Returns
(As of June 30, 2011)
------------------------------------------------------------------
If If
Period Held Redeemed
------------------------------------------------------------------
Life-of-Class
(10/1/2003) 3.16% 3.16%
5 Years 2.99 2.99
1 Year 2.06 2.06
------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011, as revised
May 20, 2011)
------------------------------------------------------------------
Gross Net
------------------------------------------------------------------
1.60% 1.60%
------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer AMT-Free Barclays Capital
Municipal Fund Municipal Bond Index
10/03 10,000 10,000
10,061 10,119
6/05 10,992 10,952
11,049 11,049
6/07 11,474 11,568
11,496 11,942
6/09 11,065 12,393
12,542 13,584
6/11 12,801 14,056
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class C shares held for less than one year are also subject to a 1% contingent
deferred sales charge (CDSC). The performance of Class C shares does not
reflect the 1% front-end sales charge in effect prior to February 1, 2004. If
you paid a 1% sales charge, your returns would be lower than those shown above.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. All results are
historical and assume the reinvestment of dividends and capital gains. Other
share classes are available for which performance and expenses will differ.
Pioneer AMT-Free Municipal Fund acquired the assets and liabilities of
predecessor fund Safeco Municipal Bond Fund on December 10, 2004. The
performance shown for Class C shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class C shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). If all the expenses of the Fund were
reflected, the performance of the Fund's Class C shares would be lower than the
performance shown.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers
may not be in effect for all funds. Certain fee waivers are contractual through
a specified period. Otherwise, fee waivers can be rescinded at any time. See
the prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
12 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
Performance Update | 6/30/11 Class Y Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $5 million
investment made in Pioneer AMT-Free Municipal Fund, compared to that of the
Barclays Capital Municipal Bond Index.
Average Annual Total Returns
(As of June 30, 2011)
------------------------------------------------------------------
If If
Period Held Redeemed
------------------------------------------------------------------
10 Years 4.83% 4.83%
5 Years 4.06 4.06
1 Year 3.22 3.22
------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011, as revised
May 20, 2011)
------------------------------------------------------------------
Gross Net
------------------------------------------------------------------
0.55% 0.55%
------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $5 Million Investment
Pioneer AMT-Free Barclays Capital
Municipal Fund Municipal Bond Index
6/01 5,000,000 5,000,000
5,311,844 5,345,771
6/03 5,866,711 5,813,117
5,874,019 5,857,150
6/05 6,490,132 6,339,601
6,565,394 6,395,719
6/07 6,879,721 6,695,992
6,965,934 6,912,499
6/09 6,779,953 7,173,407
7,762,719 7,862,935
6/11 8,012,613 8,136,202
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Pioneer AMT-Free Municipal Fund acquired the assets and liabilities of
predecessor Safeco Municipal Bond Fund on December 10, 2004. The performance
shown for Class Y shares of the Fund for periods prior to December 10, 2004, is
based on the net asset value performance of the predecessor fund's Class A
shares, which has not been restated to reflect differences in expenses,
including 12b-1 fees applicable to Class A shares. If all the expenses of the
Fund were reflected, the performance of the Fund's Class Y shares would be
lower than the performance shown.
Performance shown for the period between December 10, 2004, and the inception
of Class Y shares on November 10, 2006, reflects the NAV performance of the
Pioneer AMT-Free Municipal Fund's Class A shares. The performance does not
reflect differences in expenses, including the Rule 12b-1 fees applicable to
Class A shares. Since fees for Class A shares are generally higher than those
of Class Y shares, the performance for Class Y shares prior to their inception
would have been higher than that shown. Class Y shares are not subject to sales
charges and are available for limited groups of eligible investors, including
institutional investors. All results are historical and assume the reinvestment
of dividends and capital gains. Other share classes are available for which
performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers
may not be in effect for all funds. Certain fee waivers are contractual through
a specified period. Otherwise, fee waivers can be rescinded at any time. See
the prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 13
Comparing Ongoing Fund Expenses
As a shareowner in the Fund, you incur two types of costs:
(1) ongoing costs, including management fees, distribution and/or service
(12b-1) fees, and other Fund expenses; and
(2) transaction costs, including sales charges (loads) on purchase payments.
This example is intended to help you understand your ongoing expenses (in
dollars) of investing in the Fund and to compare these costs with the ongoing
costs of investing in other mutual funds. The example is based on an investment
of $1,000 at the beginning of the Fund's latest six-month period and held
throughout the six months.
Using the Tables
--------------------------------------------------------------------------------
Actual Expenses
The first table below provides information about actual account values and
actual expenses. You may use the information in this table, together with the
amount you invested, to estimate the expenses that you paid over the period as
follows:
(1) Divide your account value by $1,000
Example: an $8,600 account value [divided by] $1,000 = 8.6
(2) Multiply the result in (1) above by the corresponding share class's number
in the third row under the heading entitled "Expenses Paid During Period"
to estimate the expenses you paid on your account during this period.
Expenses Paid on a $1,000 Investment in Pioneer AMT-Free Municipal Fund
Based on actual returns from January 1, 2011, through June 30, 2011.
----------------------------------------------------------------------------------
Share Class A B C Y
----------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value on 1/1/11
----------------------------------------------------------------------------------
Ending Account $1,049.90 $1,045.40 $1,046.00 $1,052.10
Value on 6/30/11
----------------------------------------------------------------------------------
Expenses Paid $4.17 $8.72 $8.17 $2.80
During Period*
----------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 0.82%, 1.72%,
1.61% and 0.55%, for Class A, Class B, Class C and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 181/365 (to reflect the one-half year period).
14 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and
hypothetical expenses based on the Fund's actual expense ratio and an assumed
rate of return of 5% per year before expenses, which is not the Fund's actual
return. The hypothetical account values and expenses may not be used to
estimate the actual ending account balance or expenses you paid for the period.
You may use this information to compare the ongoing costs of investing in the
Fund and other funds. To do so, compare this 5% hypothetical example with the
5% hypothetical examples that appear in the shareholder reports of the other
funds.
Please note that the expenses shown in the tables are meant to highlight your
ongoing costs only and do not reflect any transaction costs, such as sales
charges (loads) that are charged at the time of the transaction. Therefore, the
table below 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 transaction costs were included, your costs would have been higher.
Expenses Paid on a $1,000 Investment in Pioneer AMT-Free Municipal Fund
Based on a hypothetical 5% per year return before expenses, reflecting the
period from January 1, 2011, through June 30, 2011.
----------------------------------------------------------------------------------
Share Class A B C Y
----------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value on 1/1/11
----------------------------------------------------------------------------------
Ending Account $1,020.73 $1,016.27 $1,016.81 $1,022.07
Value on 6/30/11
----------------------------------------------------------------------------------
Expenses Paid $4.11 $8.60 $8.05 $2.76
During Period*
----------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 0.82%, 1.72%,
1.61% and 0.55%, for Class A, Class B, Class C and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 181/365 (to reflect the one-half year period).
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 15
Schedule of Investments | 6/30/11 (unaudited)
------------------------------------------------------------------------------------------------------
Shares Value
------------------------------------------------------------------------------------------------------
COMMON STOCK -- 0.2%
TRANSPORTATION -- 0.2%
Airlines -- 0.2%
210,351 Delta Air Lines, Inc.* $ 1,928,919
------------
TOTAL COMMON STOCK
(Cost $4,839,425) $ 1,928,919
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings
------------------------------------------------------------------------------------------------------
MUNICIPAL BONDS -- 97.6%
Alabama -- 0.9%
5,000,000 A+/A1 Alabama Drinking Water Finance Authority,
4.0%, 8/15/28 $ 4,482,250
2,000,000 A+/Aa3 Birmingham Alabama Waterworks &
Sewer, 4.375%, 1/1/32 1,849,280
1,500,000 NR/NR Sylacauga Alabama Health Care Authority,
6.0%, 8/1/35 1,243,605
------------
$ 7,575,135
------------------------------------------------------------------------------------------------------
Arkansas -- 0.0%
250,000 A+/WR Arkansas State Development Finance
Authority, 4.0%, 12/1/11 $ 253,745
------------
$ 253,745
------------------------------------------------------------------------------------------------------
Arizona -- 5.4%
5,565,000 AA-/Aa3 Arizona Board Regents Certificates
Partners, 4.0%, 6/1/31 $ 4,997,871
7,145,000 AA-/NR Arizona Health Facilities Authority
Revenue, 5.5%, 1/1/38 7,179,868
1,000,000 A/A1 Maricopa County Arizona, 5.0%, 6/1/35 988,950
6,080,000 AA/Aa2 Maricopa County Arizona High School
District, 3.5%, 7/1/25 5,569,280
10,000,000 AA/Aa3 Phoenix Arizona Civic Import Corp, 5.5%,
7/1/43 8,925,900
4,000,000 AA/Aa3 Phoenix Arizona Civic Import Corp.,
Distribution Revenue, 0.0%, 7/1/25 3,924,600
8,005,000 AA/Aa3 Phoenix Arizona Civic Import Corp.,
Distribution Revenue, 0.0%, 7/1/26 7,812,240
530,000 NR/Baa3 Pima County Arizona Industrial, 6.375%,
7/1/31 480,132
954,000 NR/Baa3 Pima County Arizona Industrial
Development Authority, 6.75%, 7/1/31 903,552
3,470,000 AA/Aa3 Pima County Industrial Development
Authority, 5.0%, 7/1/20 3,796,354
500,000 BBB-/NR Pima County Industrial Development
Authority, 6.1%, 6/1/45 418,530
------------
$ 44,997,277
------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
16 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
California -- 17.6%
4,000,000 A/A3 Alameda Corridor Transportation Authority,
4.75%, 10/1/25 $ 3,902,640
5,000,000 A/A1 Anaheim California Public Financing
Authority Lease, 4.25%, 9/1/35 3,916,850
2,000,000 A/NR California Health Facilities Financing
Authority, 5.0%, 3/1/33 1,859,780
2,000,000 A/A2 California Health Facilities, 5.625%,
7/1/32 2,011,720
4,000,000 BBB-/Baa2 California Municipal Finance Authority,
5.25%, 2/1/37 3,332,640
1,470,000 NR/Baa1 California Municipal Finance Authority,
5.875%, 10/1/34 1,427,252
20,000,000 A-/A1 California State, 4.25%, 8/1/33 17,075,800
10,000,000 AA-/A1 California Statewide, 5.75%, 7/1/47 9,844,600
4,875,000 NR/Baa2 California Statewide Communities
Development Authority, 5.0%, 5/15/30 4,348,598
5,125,000 NR/Baa2 California Statewide Communities
Development Authority, 5.0%, 5/15/38 4,313,200
20,955,000 BBB+/Baa2 California Statewide Communities
Development Authority, 5.0%, 8/15/47 16,435,216
4,000,000 A-/NR California Statewide Communities
Development Authority, 5.75%, 8/15/38 4,018,240
10,000,000 AA-/Aa3 California Statewide Community, 5.25%,
11/15/48 9,428,400
1,000,000 NR/Aa3 Franklin-McKinley California School
District, 6.0%, 7/1/16 1,190,580
2,100,000 AA-/WR Fresno Joint Powers Financing Authority
Lease Revenue, 4.75%, 9/1/28 2,044,560
15,000,000 BB+/Baa3 Golden State Tobacco Security Corp.
California, 5.125%, 6/1/47 9,856,500
2,500,000 BBB+/Baa2 Inglewood California Redevelopment
Agency Tax Allocation, 4.75%, 5/1/38 1,851,800
2,500,000 AA-/Aa2 Los Angeles California University School
District, 4.25%, 1/1/28 2,286,775
3,000,000 A/A2 Long Beach California Finance Authority,
5.5%, 11/15/37 2,813,640
3,000,000 BBB-/Baa Los Angeles County California Certificates
of Participation, 4.75%, 3/1/23 2,628,600
3,000,000 A+/NR Los Angeles County Sanitation Districts
Financing Authority Revenue, 4.5%,
10/1/35 2,648,190
4,000,000 A-/NR Madera California Irrigation District Water,
5.5%, 1/1/33 4,041,320
3,680,000 A/Baa1 Madera California Public, 4.375%,
3/1/31 3,393,917
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 17
Schedule of Investments | 6/30/11 (unaudited) (continued)
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
California -- (continued)
1,600,000 A+/WR Oxnard California School District, 4.375%,
8/1/33 $ 1,445,504
7,000,000 BBB/NR Pittsburg California Redevelopment
Agency, 6.5%, 9/1/28 6,878,620
3,815,000 BBB/NR Pittsburg California Redevelopment
Agency, 4.25%, 9/1/34 2,464,757
2,180,000 A/Baa1 Pomona Unified School District, 6.55%,
8/1/29 2,497,146
2,095,000 A-/NR Redding California Redevelopment,
4.5%, 9/1/26 1,755,191
3,000,000 A-/Aaa Rialto California Redevelopment Agency
Tax Allocation, 6.25%, 9/1/37 2,758,230
2,500,000 A+/A1 San Francisco California City & County
Airports Common International, 4.5%,
5/1/32 2,314,775
10,865,000 BBB+/Baa1 San Jose California Redevelopment
Agency Tax, 4.9%, 8/1/33 8,406,794
1,500,000 A/A1 Santa Cruz County California Revenue,
6.625%, 9/1/29 1,626,120
1,405,000 A+/Aa3 Santa Maria California Joint, 0.0%,
8/1/27 510,085
3,500,000 A+/Aa2 Saugus California Unified School District,
0.0%, 8/1/23 1,754,760
------------
$147,082,800
------------------------------------------------------------------------------------------------------
Colorado -- 3.4%
2,750,000 AA-/Aa3 Colorado Health Facilities Revenue,
5.25%, 11/15/35 $ 2,712,600
5,000 NR/Aa2 Colorado Housing Finance Authority,
Series B-3, 6.55%, 5/1/25 5,043
5,555,000 A-/A3 Colorado Springs Colorado Hospital
Revenue, 6.375%, 12/15/30 5,563,666
12,500,000 A/A2 Public Authority for Colorado Energy,
6.5%, 11/15/38 13,177,500
1,250,000 NR/Baa3 Regional Transportation, 6.0%, 1/15/34 1,262,113
2,000,000 NR/Baa3 Regional Transportation, 6.5%, 1/15/30 2,120,460
2,500,000 NR/Baa3 Regional Transportation Distribution,
6.0%, 1/15/26 2,573,700
1,000,000 NR/Baa3 Regional Transportation Distribution,
6.0%, 1/15/41 1,002,730
------------
$ 28,417,812
------------------------------------------------------------------------------------------------------
Connecticut -- 0.5%
1,000,000 NR/NR Connecticut State Health & Education,
5.5%, 7/1/17 $ 1,014,170
2,470,000 CCC+/NR Mohegan Tribe Indians Connecticut,
6.25%, 1/1/31 (144A) 1,970,788
The accompanying notes are an integral part of these financial statements.
18 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
Connecticut -- (continued)
1,500,000 CCC+/NR Mohegan Tribe Indians Connecticut,
5.25%, 1/1/33 $ 1,031,130
------------
$ 4,016,088
------------------------------------------------------------------------------------------------------
District of Columbia -- 1.9%
10,000,000 BBB/Baa3 District of Columbia Tobacco Settlement
Financing Corp., 6.75%, 5/15/40 $ 9,690,800
8,000,000 NR/A1 District of Columbia, 4.25%, 6/1/37 6,607,840
------------
$ 16,298,640
------------------------------------------------------------------------------------------------------
Florida -- 6.3%
520,000 NR/NR County of Madison Florida, 6.0%, 7/1/25 $ 474,796
5,000,000 A-/A2 County of Miami-Dade, 5.5%, 10/1/41 5,010,050
1,000,000 NR/Aa2 Dade County Florida General, 7.7%,
10/1/12 1,085,990
8,000,000 AA+/Aa1 Escambia County Florida Health Facilities,
5.25%, 11/15/32 8,079,440
3,000,000 NR/Baa1 Escambia County Health, 6.0%, 8/15/36 2,868,750
970,000 AA-/Aa3 Highlands County Health, 5.0%,
11/15/24 994,046
1,000,000 NR/A3 Hillsborough County Florida, 5.25%,
10/1/24 1,003,920
4,370,000 BB+/NR Lee County Florida Industrial Development
Authority, 4.75%, 6/15/14 4,355,011
2,000,000 BB+/NR Lee County Florida Industrial Development
Authority, 5.375%, 6/15/37 1,543,140
2,025,000 NR/NR Miami Beach Florida Health Facilities,
5.375%, 11/15/28 1,771,936
500,000 NR/Baa3 Miami Beach Health Facilities Authority,
6.7%, 11/15/19 506,710
2,605,000 NR/NR St Johns County Industrial, 5.875%,
8/1/40 2,422,103
3,400,000 NR/NR St Johns County Industrial, 6.0%, 8/1/45 3,189,812
7,500,000 NR/Baa1 Tallahassee Florida Health, 6.375%,
12/1/30 7,501,350
13,780,000 A-/A3 Tampa-Hillsborough County Florida, 4.0%,
7/1/34 11,807,806
------------
$ 52,614,860
------------------------------------------------------------------------------------------------------
Georgia -- 1.5%
5,750,000 A/Baa1 Burke County Develop, 7.0%, 1/1/23 $ 6,772,350
5,000,000 A+/A2 Main Street Natural Gas, Inc., 5.5%,
9/15/28 4,848,150
1,000,000 NR/A2 Houston County Georgia Hospital Authority
Revenue, 5.0%, 10/1/42 925,690
------------
$ 12,546,190
------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 19
Schedule of Investments | 6/30/11 (unaudited) (continued)
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
Illinois -- 4.8%
4,000,000 NR/Caa2 Chicago Illinois O'Hare International
Airport, 5.5%, 12/1/30 $ 3,056,680
4,580,000 NR/A3 Illinois Development Finance Authority
Revenue, 5.25%, 10/1/24 4,693,676
5,000,000 NR/Baa2 Illinois Finance Authority, 6.5%, 4/1/39 5,033,600
1,000,000 BBB+/Baa2 Illinois Finance Authority, 5.25%, 5/1/40 969,600
2,000,000 AA+/Aa3 Illinois Finance Authority, 6.0%, 8/15/25 2,081,360
1,000,000 NR/NR Illinois Finance Authority, 6.125%,
5/15/27 997,400
4,000,000 BBB/NR Illinois Finance Authority, 5.5%, 8/15/30 3,646,840
10,000,000 AAA/A2 Metropolitan Pier & Expo, 5.25%,
6/15/42 9,615,600
5,000,000 AAA/Aaa Metropolitan Pier & Expo, 7.0%, 7/1/26 6,713,950
20,000,000 0.00 AAA/A2 Metropolitan Pier & Exposition Authority
Illinois Dedicated State Tax, Floating Rate
Note, 6/15/39 3,399,400
------------
$ 40,208,106
------------------------------------------------------------------------------------------------------
Indiana -- 2.4%
2,000,000 AA/Aa2 Indiana Bond Bank, 5.5%, 2/1/29 $ 2,084,180
1,000,000 A-/NR Indiana Finance Authority, 5.125%,
3/1/30 959,880
1,000,000 A-/NR Indiana Finance Authority, 5.375%,
3/1/34 958,840
2,000,000 BB/Ba2 Indiana Finance Authority, 6.0%, 12/1/26 2,010,580
5,000,000 A+/A1 Indiana Health & Educational Facilities
Authority, 4.75%, 2/15/34 4,388,500
8,000,000 A+/A1 Indiana Health & Educational Facilities
Authority, 5.0%, 2/15/39 7,103,360
930,000 AA/NR Indianapolis Local Public Improvement
Board Revenue, 6.75%, 2/1/14 994,933
500,000 AA/Aa1 Indianapolis Local Public Improvement
Board Revenue, 6.0%, 1/10/20 576,335
1,000,000 BBB+/A1 Lawrence Township Metropolitan School
District Revenue, 6.75%, 7/5/13 1,056,640
------------
$ 20,133,248
------------------------------------------------------------------------------------------------------
Kentucky -- 0.1%
435,000 NR/Baa1 Kentucky Economic Development Finance,
6.625%, 10/1/28 $ 436,109
------------
$ 436,109
------------------------------------------------------------------------------------------------------
Louisiana -- 2.7%
10,000,000 NR/Baa1 Louisiana Public Facilities Authority,
5.5%, 5/15/47 $ 8,837,100
5,000,000 AA/Aa1 Louisiana State Gas & Fuels Tax,
4.5%, 5/1/41 4,717,750
The accompanying notes are an integral part of these financial statements.
20 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
Louisiana -- (continued)
1,085,000 BBB+/Baa1 Louisiana Local Government Environment
Community, 5.25%, 12/1/18 $ 1,105,637
8,000,000 BBB+/Baa2 St John Baptist Parish Louisiana Revenue,
5.125%, 6/1/37 7,627,120
------------
$ 22,287,607
------------------------------------------------------------------------------------------------------
Massachusetts -- 9.0%
4,000,000 NR/Aa2 City of Pittsfield Massachusetts, 5.0%,
3/1/19 $ 4,603,120
1,680,000 BBB/NR Massachusetts Development Finance
Agency, 5.25%, 10/1/29 1,602,082
3,320,000 BBB/NR Massachusetts Development Finance
Agency, 5.25%, 10/1/37 3,008,816
1,100,000 BBB/Baa2 Massachusetts Development Finance
Agency, 5.625%, 10/1/24 1,103,619
2,635,000 NR/NR Massachusetts Development Finance
Agency, 6.25%, 10/15/17 2,558,216
1,000,000 A-/A3 Massachusetts Development Finance
Agency, 5.0%, 10/1/21 1,091,020
1,000,000 A-/A3 Massachusetts Development Finance
Agency, 5.0%, 10/1/22 1,075,520
1,585,000 AA+/Aa1 Massachusetts Development Finance
Agency, 5.0%, 6/1/25 1,737,081
450,000 BBB/Baa2 Massachusetts Development Finance
Agency, 5.15%, 10/1/14 463,244
1,980,000 AA-/A1 Massachusetts Development Finance
Agency, 5.375%, 4/1/41 2,010,611
1,000,000 BBB/Baa2 Massachusetts Development Finance
Agency, 5.70%, 10/1/34 949,350
1,000,000 BBB/NR Massachusetts Development Finance
Agency, 6.75%, 1/1/36 1,016,100
1,000,000 BBB/NR Massachusetts Development Finance
Agency, 7.0%, 7/1/42 1,015,310
2,335,000 BBB-/Baa3 Massachusetts Health & Education,
5.375%, 7/1/35 2,164,592
4,750,000 BBB+/Baa1 Massachusetts Health & Educational
Facilities Authority Revenue, 6.625%,
7/1/32 4,754,418
6,765,000 AAA/Aaa Massachusetts Health & Educational
Facilities Authority, 5.125%, 7/15/37 6,819,188
1,145,000 BBB+/NR Massachusetts Health & Educational
Facilities Authority, 6.25%, 10/1/31 1,142,252
2,000,000 BBB+/Baa1 Massachusetts Health & Educational
Facilities Authority, 6.5%, 7/1/21 2,003,760
1,500,000 BB-/NR Massachusetts Health & Educational
Facilities, 5.5%, 7/1/40 1,171,920
2,000,000 BBB+/NR Massachusetts Health, 5.25%, 7/1/38 1,733,740
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 21
Schedule of Investments | 6/30/11 (unaudited) (continued)
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
Massachusetts -- (continued)
500,000 BBB-/NR Massachusetts State Development
Finance Agency, 5.5%, 1/1/35 $ 429,475
3,990,000 A/WR Massachusetts State Development
Finance Agency, 5.75%, 1/1/42 4,041,870
1,600,000 BBB+/NR Massachusetts State Health & Ed Facilities
Authority, 5.45%, 11/15/23 1,598,176
1,550,000 BBB-/Baa3 Massachusetts State Health & Education,
5.25%, 7/15/18 1,550,698
4,500,000 BB/NR Massachusetts State Health &
Educational, 4.625%, 8/15/28 3,629,700
40,000 AA/Aa2 Massachusetts State Health &
Educational, 6.0%, 7/1/18 40,543
200,000 AA/Aa2 Massachusetts State Health and
Educational Facilities, 5.75%, 7/1/32 201,858
3,750,000 BBB+/Baa1 Massachusetts State Health, 5.25%,
7/1/38 3,173,775
14,675,000 BBB/Baa1 Massachusetts State Housing Finance
Agency, 5.4%, 12/1/28 14,673,826
4,130,000 AA+/Aa1 Massachusetts State Water Authority,
4.0%, 8/1/46 3,605,242
500,000 AAA/Aaa Massachusetts Water Pollution Abatement
Revenue, 3.5%, 8/1/26 489,075
------------
$ 75,458,197
------------------------------------------------------------------------------------------------------
Maryland -- 1.2%
3,000,000 BB+/Ba1 Frederick County Maryland, 5.625%,
9/1/38 $ 2,659,950
2,000,000 A/A3 Maryland Economic Development Corp.,
6.2%, 1/9/22 2,332,980
1,200,000 BB/NR Maryland Economic Development, 5.75%,
9/1/25 1,172,868
2,000,000 NR/Baa3 Maryland Health, 5.75%, 7/1/38 1,700,700
1,000,000 NR/NR Maryland State Economic Development,
5.0%, 12/1/16 839,880
560,000 NR/NR Maryland State Economic Development,
5.0%, 12/1/16 470,333
1,000,000 NR/NR Maryland State Economic Development,
5.0%, 12/1/31 615,640
------------
$ 9,792,351
------------------------------------------------------------------------------------------------------
Michigan -- 1.9%
3,000,000 AA+/Aa3 Detroit Michigan Sewer District, 6.25%,
7/1/36 $ 3,259,260
1,500,000 BB/NR John Tolfree Health System, 6.0%,
9/15/23 1,239,840
1,465,000 NR/NR Meridian Michigan Economic Development
Corp., 5.25%, 7/1/26 1,202,018
The accompanying notes are an integral part of these financial statements.
22 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
Michigan -- (continued)
3,335,000 NR/NR Michigan Public Educational Facilities
Authority Revenue, 5.875%, 6/1/37 $ 2,612,772
2,000,000 NR/NR Michigan State Hospital Finance Authority,
5.25%, 11/15/25 1,646,300
1,000,000 NR/NR Michigan State Hospital Finance Authority,
5.5%, 11/15/35 784,960
5,000,000 AA+/Aa1 Michigan State Hospital Finance Authority,
5.5%, 11/15/26 5,085,550
6,485,000 NR/NR Wayne Charter Escrow, 12/1/15 (c) --
------------
$ 15,830,700
------------------------------------------------------------------------------------------------------
Minnesota -- 0.7%
5,000,000 A/A1 Becker, Minnesota Pollution Control
Revenue Northern States Power "A"
Conversions, 8.5%, 4/1/30 $ 5,270,850
1,000,000 NR/Ba2 City of Winsted Minnesota, 6.5%, 9/1/34 947,880
------------
$ 6,218,730
------------------------------------------------------------------------------------------------------
Missouri -- 0.0%
80,000 NR/Aaa Missouri State Environmental Improvement
& Energy Resources, 5.125%, 1/1/20 $ 84,441
------------
$ 84,441
------------------------------------------------------------------------------------------------------
Mississippi -- 1.5%
1,800,000 NR/WR Columbus Miss Industrial Development
Revenue, 5.9%, 12/1/11 $ 1,794,672
2,750,000 BBB/Baa3 County of Warren Mississippi, 5.8%,
5/1/34 2,736,305
7,950,000 BBB-/Ba1 Lowndes County Mississippi Solid Waste
Disposal & Pollution Control Revenue,
6.8%, 4/1/22 8,374,212
------------
$ 12,905,189
------------------------------------------------------------------------------------------------------
Montana -- 0.3%
2,785,000 A-/A3 Forsyth Montana Pollution Control
Revenue, 5.0%, 3/1/31 $ 2,799,315
------------
$ 2,799,315
------------------------------------------------------------------------------------------------------
North Carolina -- 2.1%
1,000,000 BBB-/Baa North Carolina Capital Facilities Finance
Agency Student Revenue, 5.0%, 6/1/27 $ 872,290
1,000,000 BBB-/Baa North Carolina Capital Facilities Finance
Agency Student Revenue, 5.0%, 6/1/32 839,760
2,000,000 NR/NR North Carolina Capital Facilities Finance,
4.5%, 10/1/26 1,471,780
12,000,000 A-/Baa1 North Carolina Eastern Municipal Power,
6.0%, 1/1/22 14,268,720
------------
$ 17,452,550
------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 23
Schedule of Investments | 6/30/11 (unaudited) (continued)
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
New Hampshire -- 1.5%
3,750,000 A-/NR New Hampshire Health & Educational
Facilities, 5.0%, 10/1/17 $ 3,403,913
5,000,000 A-/NR New Hampshire Health & Educational
Facilities, 5.0%, 10/1/32 4,748,550
2,250,000 A+/A2 New Hampshire Health & Education
Facilities Authority Revenue, 5.75%,
10/1/31 2,276,888
2,000,000 BBB+/Baa1 New Hampshire Health & Educational
Facilities Authority Revenue, 5.75%,
7/1/22 2,025,240
------------
$ 12,454,591
------------------------------------------------------------------------------------------------------
New Jersey -- 1.8%
1,250,000 BBB/Baa3 Camden County New Jersey Import
Authority, 5.75%, 2/15/34 $ 1,142,338
475,000 NR/NR New Jersey Economic Development
Authority, 5.3%, 11/1/26 375,825
450,000 NR/NR New Jersey Economic Development
Authority, 5.375%, 11/1/36 324,491
610,000 NR/NR New Jersey Economic Development
Authority, 5.75%, 1/1/25 552,489
2,000,000 A+/A1 New Jersey Transport Trust Fund Authority,
5.5%, 6/15/41 2,063,380
5,115,000 BBB-/Baa3 New Jersey Health Care Facilities Financing
Authority, 5.25%, 7/1/30 4,656,543
3,500,000 NR/NR New Jersey Health Care Facilities Financing
Authority, 7.25%, 7/1/27 2,695,980
4,500,000 BB-/Baa3 Tobacco Settlement Financing Corp.,
5.0%, 6/1/41 3,067,110
------------
$ 14,878,156
------------------------------------------------------------------------------------------------------
New Mexico -- 0.1%
1,000,000 A-/NR Dona Ana County New Mexico Pilt
Revenue, 5.25%, 12/1/25 $ 1,006,790
------------
$ 1,006,790
------------------------------------------------------------------------------------------------------
Nevada -- 0.5%
5,000,000 A-/A3 Reno Nevada Hospital Revenue, 5.25%,
6/1/41 $ 4,243,550
------------
$ 4,243,550
------------------------------------------------------------------------------------------------------
New York -- 2.5%
2,500,000 BBB+/Baa2 Albany Individual Development, 5.25%,
11/15/32 $ 2,258,925
1,000,000 NR/Ca Albany Individual Development, 6.0%,
7/1/19 634,750
5,515,000 BBB/WR New York State Dormitory Authority,
5.24%, 7/1/24 5,731,298
The accompanying notes are an integral part of these financial statements.
24 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
New York -- (continued)
5,250,000 AA-/Aa3 New York State Dormitory Authority
Revenue, 7.5%, 5/15/13 $ 5,873,018
1,000,000 BBB-/Baa3 Port Authority of New York & New Jersey,
6.0%, 12/1/36 1,012,850
3,400,000 BBB-/Baa3 Port Authority of New York & New Jersey,
6.0%, 12/1/42 3,435,836
1,500,000 AA-/Aa2 Port Authority of New York & New Jersey,
Ninety Third Series, 6.125%, 6/1/94 1,669,710
------------
$ 20,616,387
------------------------------------------------------------------------------------------------------
Ohio -- 3.0%
6,000,000 BB-/Baa3 Buckeye Ohio Tobacco Settlement,
6.5%, 6/1/47 $ 4,762,740
10,000,000 BB-/Baa3 Buckeye Tobacco Settlement, 5.75%,
6/1/34 7,485,000
6,840,000 BB-/Baa3 Buckeye Tobacco Settlement Finance,
5.125%, 6/1/24 5,608,663
1,500,000 NR/NR Cuyahoga County Ohio Health, 6.0%,
5/15/37 1,285,290
1,500,000 NR/NR Cuyahoga County Ohio Health, 6.0%,
5/15/37 1,284,525
5,000,000 NR/Baa1 Lake County Ohio Hospital Municipal,
6.0%, 8/15/43 4,676,900
------------
$ 25,103,118
------------------------------------------------------------------------------------------------------
Oklahoma -- 0.7%
5,590,000 BBB/Baa1 McGee Creek Authority Water Revenue,
6.0%, 1/1/23 $ 6,249,900
------------
$ 6,249,900
------------------------------------------------------------------------------------------------------
Pennsylvania -- 5.3%
3,000,000 NR/Ca Allentown Pennsylvania Area Hospital
Authority, 6.0%, 11/15/16 $ 2,811,150
1,000,000 CCC/NR Columbia County Pennsylvania Hospital
Authority, 5.8%, 6/1/19 925,740
10,000,000 BBB+/Baa2 Lehigh County Pennsylvania Industrial
Development Authority Pollution Control,
4.75%, 2/15/27 9,379,500
1,000,000 BBB/NR Montgomery County Pennsylvania
Industrial, 5.0%, 12/1/24 976,090
1,000,000 BBB/NR Montgomery County Pennsylvania
Industrial, 5.0%, 12/1/30 922,790
5,000,000 BBB+/A3 Northampton County Pennsylvania General
Purpose Authority Revenue, 5.5%,
8/15/40 4,524,250
11,500,000 0.82 BBB/WR Pennsylvania State Higher Education,
Floating Rate Note, 7/1/39 6,173,660
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 25
Schedule of Investments | 6/30/11 (unaudited) (continued)
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
Pennsylvania -- (continued)
1,000,000 BBB-/Baa3 Pennsylvania Higher Educational, 6.0%,
7/1/43 $ 968,260
1,000,000 BBB-/Baa3 Pennsylvania Higher Educational Facilities
Authority, 5.0%, 7/1/42 835,600
6,000,000 AA/Aa2 Philadelphia Pennsylvania Hospital, 4.5%,
7/1/37 5,484,660
12,900,000 BBB/Baa3 Philadelphia Pennsylvania Hospital, 5.0%,
7/1/34 10,514,145
1,000,000 AA+/Aa3 Pittsburgh & Allegheny County, 5.0%,
2/1/30 1,015,280
65,000 A+/NR Sayre Pennsylvania Health Care Facilities
Authority, 5.75%, 12/1/21 66,088
------------
$ 44,597,213
------------------------------------------------------------------------------------------------------
Puerto Rico -- 0.7%
75,000 NR/Baa3 Puerto Rico Public Buildings Authority
Revenue, 5.25%, 7/1/33 $ 84,764
925,000 BBB/A3 Puerto Rico Public Buildings Authority
Revenue, 5.25%, 7/1/33 884,337
5,000,000 AA-/Aa2 Puerto Rico Sales Tax Financing, 5.25%,
8/1/57 4,985,950
------------
$ 5,955,051
------------------------------------------------------------------------------------------------------
Rhode Island -- 0.6%
65,000 A-/A3 Rhode Island State Health & Educational
Building Corp., 6.375%, 8/15/21 $ 66,344
5,200,000 BBB/Baa3 Tobacco Settlement Financing Corp.,
6.25%, 6/1/42 4,708,860
------------
$ 4,775,204
------------------------------------------------------------------------------------------------------
South Dakota -- 0.0%
65,000 NR/Aaa South Dakota Conservancy District
Revenue, 5.625%, 8/1/17 $ 65,278
------------
$ 65,278
------------------------------------------------------------------------------------------------------
Tennessee -- 0.7%
1,000,000 BBB+/Baa1 Johnson City Tennessee Health &
Education, 5.5%, 7/1/36 $ 910,450
1,000,000 NR/A1 Knox County Health Facility, 6.375%,
4/15/22 1,041,800
4,000,000 NR/A1 Knox County Health Facility, 6.5%,
4/15/31 4,140,520
------------
$ 6,092,770
------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
26 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
Texas -- 5.2%
1,500,000 AAA/NR Anna Independent School District, 5.0%,
8/15/50 $ 1,510,845
2,695,000 AAA/Aaa Crowley Texas Independent School District,
3.5%, 8/1/36 2,256,389
10,000,000 BBB+/A3 Dallas County Texas Utility & Reclamation,
5.375%, 2/15/29 10,147,000
9,000,000 CCC+/Caa2 Dallas-Fort Worth Texas International
Airport, 6.0%, 11/1/14 8,614,800
2,000,000 A/Baa3 Greater Greenspoint Redevelopment
Authority, 4.875%, 9/1/28 1,956,620
20,000 NR/A1 Lower Colorado River Authority, 5.25%,
5/15/21 21,599
3,000,000 BBB-/Baa2 Richardson Texas Hospital Authority, 6.0%,
12/1/34 2,918,970
1,000,000 BBB/NR Seguin Texas Higher Educational Facilities,
5.0%, 9/1/23 990,050
10,410,000 NR/Baa3 Texas Private Activities, 7.0%, 6/30/40 11,022,004
3,255,000 BBB/NR Texas State Public Finance Authority,
6.2%, 2/15/40 3,116,337
950,000 6.20 AA+/Aa1 Texas State, Floating Rate Note, 9/30/11 973,351
20,000 NR/Aaa Whitehouse Texas Independent School
District, 4.8%, 2/15/12 20,072
------------
$ 43,548,037
------------------------------------------------------------------------------------------------------
Utah -- 0.1%
500,000 BBB-/NR Utah State Charter Schools, 5.75%,
7/15/20 $ 488,635
------------
$ 488,635
------------------------------------------------------------------------------------------------------
Virginia -- 3.3%
5,000,000 BBB/Baa1 Chesapeake Bay Bridge and Tunnel
Common Virginia Revenue, 5.5%, 7/1/25 $ 5,234,150
1,500,000 NR/Baa1 Prince William County Virginia Industrial
Development Authority Hospital Revenue,
5.20%, 10/1/26 1,490,520
3,925,000 NR/Baa1 Prince William County Virginia Industrial
Development Authority Hospital Revenue,
5.35%, 10/1/36 3,706,849
13,990,000 BB-/Baa3 Tobacco Settlement Financing Corp.,
5.0%, 6/1/47 8,548,729
7,500,000 BBB+/Baa1 Washington County Industrial, 7.75%,
7/1/38 8,374,725
------------
$ 27,354,973
------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 27
Schedule of Investments | 6/30/11 (unaudited) (continued)
------------------------------------------------------------------------------------------------------
Principal Floating S&P/Moody's
Amount ($) Rate (b) Ratings Value
------------------------------------------------------------------------------------------------------
Vermont -- 0.1%
1,295,000 BBB-/Baa Vermont Educational & Health Buildings,
5.0%, 7/1/24 $ 1,076,236
------------
$ 1,076,236
------------------------------------------------------------------------------------------------------
Washington -- 6.0%
5,255,000 A+/WR Centralia Washington Electric Revenue,
4.25%, 12/1/26 $ 5,115,585
10,000,000 AA/NR FYI Properties, 5.5%, 6/1/39 10,270,600
10,000,000 AAA/NR King County Washington Housing
Authority, 5.5%, 5/1/38 10,272,300
3,000,000 A+/Aa3 King County Washington Public Hospital,
5.25%, 12/1/37 3,045,030
10,500,000 BBB/Baa3 Tobacco Settlement Authority Washington,
6.625%, 6/1/32 10,556,272
4,000,000 NR/A2 Washington Health Care Facilities
Authority, 6.5%, 11/15/33 4,165,040
2,500,000 NR/NR Washington State Housing, 5.25%,
1/1/17 2,058,300
5,000,000 AA+/Aa2 Washington State Health Care Facilities,
5.25%, 10/1/33 5,079,900
------------
$ 50,563,027
------------------------------------------------------------------------------------------------------
Wisconsin -- 1.3%
1,430,000 NR/A1 Adams-Friendship School District, 6.5%,
4/1/16 $ 1,711,553
2,000,000 NR/A3 Wisconsin Health & Educational, 5.625%,
4/15/39 1,970,780
3,000,000 A+/NR Wisconsin Health & Educational Facilities
Authority, 5.125%, 8/15/35 2,897,130
4,505,000 NR/A3 Wisconsin State Health & Educational
Facilities Authority, 5.6%, 2/15/29 4,505,135
------------
$ 11,084,598
------------------------------------------------------------------------------------------------------
TOTAL MUNICIPAL BONDS
(Cost $839,402,909) $817,562,604
------------------------------------------------------------------------------------------------------
TOTAL INVESTMENT IN SECURITIES -- 97.8%
(Cost $844,242,334) (a) $819,491,523
------------------------------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- 2.2% $ 18,573,303
------------------------------------------------------------------------------------------------------
TOTAL NET ASSETS -- 100.0% $838,064,826
======================================================================================================
* Non-income producing security.
NR Not rated by either S&P or Moody's.
WR Rating withdrawn by either S&P or Moody's.
(144A) Security is exempt from registration under Rule 144A of the Securities
Act of 1933. Such securities may be resold normally to qualified
institutional buyers in a transaction exempt from registration. At June
30, 2011, the value of these securities amounted to $1,970,788 or 0.2% of
total net assets.
The accompanying notes are an integral part of these financial statements.
28 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
(a) At June 30, 2011, the net unrealized loss on investments based on cost for
federal income tax purposes of $842,146,747 was as follows:
Aggregate gross unrealized loss for all investments in which there is an
excess of value over tax cost $ 24,405,251
Aggregate gross unrealized loss for all investments in which there is an
excess of tax cost over value (47,060,475)
------------
Net unrealized loss $(22,655,224)
============
(b) Debt obligation with a variable rate. Rate shown is rate at period end.
(c) Security is valued using fair value methods (See note 1A).
Purchases and sales of securities (excluding temporary cash investments) for the
six months ended June 30, 2011 aggregated $30,259,903 and $101,123,747,
respectively.
Various inputs are used in determining the value of the Fund's investments.
These inputs are summarized in the three broad levels listed below.
Highest priority is given to Level 1 inputs and lowest priority is given to
Level 3.
Level 1 -- quoted prices in active markets for identical securities
Level 2 -- other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit risk,
etc.)
Level 3 -- significant unobservable inputs (including the Fund's own assumptions
in determining fair value of investments)
The following is a summary of the inputs used as of June 30, 2011, in valuing
the Fund's assets:
--------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
--------------------------------------------------------------------------------
Common Stocks $1,928,919 $ -- $-- $ 1,928,919
Municipal Bonds -- 817,562,604 -- 817,562,604
--------------------------------------------------------------------------------
Total $1,928,919 $817,562,604 $-- $819,491,523
================================================================================
Following is a reconciliation of assets using significant unobservable inputs
(Level 3):
Municipal Bonds
Balance as of 12/31/10 $--
Realized gain (loss)1 --
Change in unrealized appreciation (depreciation)2 --
Net purchases (sales) --
Transfers in and out of Level 3 --
---
Balance as of 6/30/11 $--
===
1 Realized gain (loss) on these securities is Included in the net realized
gain (loss) from investments in the Statement of Operations.
2 Unrealized appreciation (depreciation) on these securities is Included in
the change in unrealized gain (loss) on investments in the Statement of
Operations.
Net change in unrealized appreciation (depreciation) of investments still
held as of 6/30/11 $--
---
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 29
Statement of Assets and Liabilities | 6/30/11 (unaudited)
ASSETS:
Investment in securities, at value (cost $844,242,334) $819,491,523
Cash 12,036,815
Receivables --
Investment securities sold 30,000
Fund shares sold 322,625
Interest 12,618,909
Due from Pioneer Investment Management, Inc. 43,913
Other 43,941
-------------------------------------------------------------------------
Total assets $844,587,726
-------------------------------------------------------------------------
LIABILITIES:
Payables --
Investment securities purchased $ 3,932,496
Fund shares repurchased 1,301,557
Dividends 1,074,647
Due to affiliates 65,432
Accrued expenses 148,768
-------------------------------------------------------------------------
Total liabilities $ 6,522,900
-------------------------------------------------------------------------
NET ASSETS:
Paid-in capital $977,216,141
Undistributed net investment income 4,482,267
Accumulated net realized loss on investments (118,882,771)
Net unrealized loss on investments (24,750,811)
-------------------------------------------------------------------------
Total net assets $838,064,826
=========================================================================
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (Based on $735,432,156/57,122,184 shares) $ 12.87
Class B (Based on $5,023,194/392,864 shares) $ 12.79
Class C (Based on $33,121,108/2,593,239 shares) $ 12.77
Class Y (Based on $64,488,368/5,020,293 shares) $ 12.85
MAXIMUM OFFERING PRICE:
Class A ($12.87 [divided by] 95.50%) $ 13.48
=========================================================================
The accompanying notes are an integral part of these financial statements.
30 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
Statement of Operations (unaudited)
For the Six Months Ended 6/30/11
INVESTMENT INCOME:
Interest $24,412,777
----------------------------------------------------------------------------------------
Total investment income $24,412,777
----------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 1,899,432
Transfer agent fees
Class A 168,540
Class B 3,018
Class C 5,281
Class Y 1,333
Distribution fees
Class A 899,448
Class B 30,893
Class C 167,600
Shareholder communication expense 103,277
Administrative reimbursements 121,273
Custodian fees 7,849
Registration fees 32,223
Professional fees 39,333
Printing expense 43,318
Fees and expenses of nonaffiliated trustees 16,441
Miscellaneous 78,424
----------------------------------------------------------------------------------------
Total expenses $ 3,617,683
Less fees waived and expenses reimbursed by Pioneer
Investment Management, Inc. (161,605)
----------------------------------------------------------------------------------------
Net expenses $ 3,456,078
----------------------------------------------------------------------------------------
Net investment income $20,956,699
----------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized loss on Investments $(6,240,316)
----------------------------------------------------------------------------------------
Change in net unrealized loss on investments $24,987,722
----------------------------------------------------------------------------------------
Net gain on investments $18,747,406
----------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $39,704,105
========================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 31
Statement of Changes in Net Assets
For the Six Months Ended 6/30/11 and the Year Ended 12/31/10, respectively
------------------------------------------------------------------------------------------------
Six Months
Ended
6/30/11 Year Ended
(unaudited) 12/31/10
------------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income $ 20,956,699 $ 39,669,249
Net realized gain (loss) on investments (6,240,316) 436,709
Change in net unrealized gain (loss) on investments 24,987,722 (25,243,454)
------------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 39,704,105 $ 14,862,504
------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income:
Class A ($0.31 and $0.59 per share, respectively) $(17,713,930) $(33,704,074)
Class B ($0.25 and $0.47 per share, respectively) (124,692) (366,881)
Class C ($0.25 and $0.48 per share, respectively) (693,878) (1,434,829)
Class Y ($0.32 and $0.63 per share, respectively) (1,723,641) (3,453,900)
------------------------------------------------------------------------------------------------
Total distributions to shareowners $(20,256,141) $(38,959,684)
------------------------------------------------------------------------------------------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 36,434,037 $ 98,299,947
Shares issued in reorganization -- 417,600,371
Reinvestment of distributions 13,623,419 25,956,811
Cost of shares repurchased (104,351,573) (178,670,277)
------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets resulting from Fund
share transactions $(54,294,117) $363,186,852
------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets $(34,846,153) $339,089,672
NET ASSETS:
Beginning of period 872,910,979 533,821,307
------------------------------------------------------------------------------------------------
End of period $838,064,826 $872,910,979
------------------------------------------------------------------------------------------------
Undistributed net investment income $ 4,482,267 $ 3,781,709
------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
32 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
-----------------------------------------------------------------------------------------------
'11 Shares '11 Amount
(unaudited) (unaudited) '10 Shares '10 Amount
-----------------------------------------------------------------------------------------------
Class A
Shares sold 2,323,526 $ 28,991,479 4,845,878 $ 64,335,468
Reinvestment of distributions 1,015,700 12,727,946 1,831,779 24,130,823
Shares issued in reorganization of
Pioneer Intermediate Tax Free
Income Fund -- -- 594,920 7,710,163
Shares issued in reorganization of
Pioneer Tax Free Income Fund -- -- 25,471,046 330,104,753
Less shares repurchased (5,846,910) (72,899,161) (10,393,855) (136,128,850)
-----------------------------------------------------------------------------------------------
Net increase (decrease) (2,507,684) $(31,179,736) 22,349,768 $290,152,357
===============================================================================================
Class B
Shares sold 17,066 $ 210,197 48,182 $ 636,415
Reinvestment of distributions 8,274 102,695 20,361 266,522
Shares issued in reorganization of
Pioneer Tax Free Income Fund -- -- 605,286 7,790,030
Less shares repurchased (287,130) (3,541,114) (475,982) (6,224,798)
-----------------------------------------------------------------------------------------------
Net increase (decrease) (261,790) $ (3,228,222) 197,847 $ 2,468,169
===============================================================================================
Class C
Shares sold 198,082 $ 2,459,257 694,754 $ 9,078,265
Reinvestment of distributions 37,873 470,631 67,132 877,730
Shares issued in reorganization of
Pioneer Intermediate Tax Free
Income Fund -- -- 5,168 66,460
Shares issued in reorganization of
Pioneer Tax Free Income Fund -- -- 1,066,656 13,717,192
Less shares repurchased (735,603) (9,048,471) (810,400) (10,487,121)
-----------------------------------------------------------------------------------------------
Net increase (decrease) (499,648) $ (6,118,583) 1,023,310 $ 13,252,526
===============================================================================================
Class Y
Shares sold 382,911 $ 4,773,104 1,849,946 $ 24,249,799
Reinvestment of distributions 25,771 322,147 51,891 681,736
Shares issued in reorganization of
Pioneer Intermediate Tax Free
Income Fund -- -- 626,916 8,106,024
Shares issued in reorganization of
Pioneer Tax Free Income Fund -- -- 3,875,155 50,105,749
Less shares repurchased (1,527,972) (18,862,827) (1,974,866) (25,829,508)
-----------------------------------------------------------------------------------------------
Net increase (decrease) (1,119,290) $(13,767,576) 4,429,042 $ 57,313,800
===============================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 33
Financial Highlights
------------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
6/30/11 Ended Ended Ended Ended Ended
(unaudited) 12/31/10 12/31/09 12/31/08 12/31/07 12/31/06
------------------------------------------------------------------------------------------------------------------------------------
Class A
Net asset value, beginning of period $ 12.56 $ 12.86 $ 10.90 $ 13.50 $ 14.11 $ 14.13
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.32 $ 0.57 $ 0.59 $ 0.60 $ 0.62 $ 0.58
Net realized and unrealized gain (loss) on investments 0.30 (0.28) 1.99 (2.54) (0.42) 0.18
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 0.62 $ 0.29 $ 2.58 $ (1.94) $ 0.20 $ 0.71
Distributions to shareowners:
Net investment income (0.31) (0.59) (0.61) (0.59) (0.61) (0.61)
Net realized gain -- -- (0.01) (0.07) (0.20) (0.12)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.31 $ (0.30) $ 1.96 $ (2.60) $ (0.61) $ (0.02)
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 12.87 $ 12.56 $ 12.86 $ 10.90 $ 13.50 $ 14.11
====================================================================================================================================
Total return* 4.99% 2.15% 24.01% (14.85)% 1.40% 5.20%
Ratio of net expenses to average net assets+ 0.82%** 0.82% 0.82% 0.82% 0.82% 0.86%
Ratio of net investment income to average net assets+ 5.09%** 4.55% 4.94% 4.66% 4.45% 4.48%
Portfolio turnover rate 7%** 18% 18% 27% 18% 8%
Net assets, end of period (in thousands) $735,432 $749,235 $479,599 $353,257 $451,219 $471,084
Ratios with no waiver of fees and assumption of expenses by the
Adviser and no reduction for fees paid indirectly:
Net expenses 0.86%** 0.85% 0.88% 0.88% 0.85% 0.96%
Net investment income 5.05%** 4.52% 4.88% 4.60% 4.42% 4.38%
Ratios with waiver of fees and assumption of expenses by the
Adviser and reduction for fees paid indirectly:
Net expenses 0.82%** 0.82% 0.82% 0.82% 0.82% 0.86%
Net investment income 5.09%** 4.55% 4.94% 4.66% 4.45% 4.48%
====================================================================================================================================
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of
the investment at net asset value at the end of each period and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
34 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
6/30/11 Ended Ended Ended Ended Ended
(unaudited) 12/31/10 12/31/09 12/31/08 12/31/07 12/31/06
------------------------------------------------------------------------------------------------------------------------------------
Class B
Net asset value, beginning of period $ 12.48 $ 12.78 $ 10.83 $ 13.41 $ 14.03 $ 14.07
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.30 $ 0.46 $ 0.50 $ 0.48 $ 0.48 $ 0.46
Net realized and unrealized gain (loss) on investments 0.26 (0.29) 1.96 (2.52) (0.41) 0.14
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 0.56 $ 0.17 $ 2.46 $ (2.04) $ 0.07 $ 0.60
Distributions to shareowners:
Net investment income (0.25) (0.47) (0.50) (0.47) (0.49) (0.52)
Net realized gain -- -- (0.01) (0.07) (0.20) (0.12)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.31 $ (0.30) $ 1.95 $ (2.58) $ (0.62) $ (0.04)
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 12.79 $ 12.48 $ 12.78 $ 10.83 $ 13.41 $ 14.03
====================================================================================================================================
Total return* 4.54% 1.25% 22.97% (15.60)% 0.46% 4.36%
Ratio of net expenses to average net assets+ 1.72%** 1.68% 1.71% 1.72% 1.72% 1.69%
Ratio of net investment income to average net assets+ 4.20%** 3.68% 4.06% 3.76% 3.55% 3.62%
Portfolio turnover rate 7%** 18% 18% 27% 18% 8%
Net assets, end of period (in thousands) $ 5,023 $ 8,169 $ 5,838 $ 5,286 $ 6,737 $ 6,228
Ratios with no waiver of fees and assumption of expenses by the
Adviser and no reduction for fees paid indirectly:
Net expenses 1.72%** 1.68% 1.71% 1.72% 1.78% 1.69%
Net investment income 4.20%** 3.68% 4.06% 3.76% 3.49% 3.62%
Ratios with waiver of fees and assumption of expenses by the
Adviser and reduction for fees paid indirectly:
Net expenses 1.72%** 1.68% 1.71% 1.72% 1.72% 1.69%
Net investment income 4.20%** 3.68% 4.06% 3.76% 3.55% 3.62%
====================================================================================================================================
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of
the investment at net asset value at the end of each period and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 35
Financial Highlights (continued)
------------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
6/30/11 Ended Ended Ended Ended Ended
(unaudited) 12/31/10 12/31/09 12/31/08 12/31/07 12/31/06
------------------------------------------------------------------------------------------------------------------------------------
Class C
Net asset value, beginning of period $ 12.46 $ 12.77 $ 10.83 $ 13.42 $ 14.02 $ 14.04
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.27 $ 0.47 $ 0.47 $ 0.45 $ 0.45 $ 0.44
Net realized and unrealized gain (loss) on investments 0.29 (0.30) 1.98 (2.48) (0.35) 0.18
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 0.56 $ 0.17 $ 2.45 $ (2.03) $ 0.10 $ 0.62
Distributions to shareowners:
Net investment income (0.25) (0.48) (0.50) (0.49) (0.50) (0.52)
Net realized gain -- -- (0.01) (0.07) (0.20) (0.12)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.31 $ (0.31) $ 1.94 $ (2.59) $ (0.60) $ (0.02)
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 12.77 $ 12.46 $ 12.77 $ 10.83 $ 13.42 $ 14.02
====================================================================================================================================
Total return* 4.60% 1.26% 22.93% (15.56)% 0.67% 4.52%
Ratio of net expenses to average net assets+ 1.61%** 1.60% 1.64% 1.65% 1.58% 1.65%
Ratio of net investment income to average net assets+ 4.31%** 3.78% 4.08% 3.85% 3.66% 3.58%
Portfolio turnover rate 7%** 18% 18% 27% 18% 8%
Net assets, end of period (in thousands) $33,121 $38,548 $26,422 $15,157 $12,620 $ 5,891
Ratios assuming no waiver of fees and assumption of expenses by
the Adviser and no reduction for fees paid indirectly:
Net expenses 1.61%** 1.60% 1.64% 1.65% 1.58% 1.65%
Net investment income 4.31%** 3.78% 4.08% 3.85% 3.66% 3.58%
Ratios with waiver of fees and assumption of expenses by the
Adviser and reduction for fees paid indirectly:
Net expenses 1.61%** 1.60% 1.64% 1.65% 1.58% 1.65%
Net investment income 4.31%** 3.78% 4.08% 3.85% 3.66% 3.58%
====================================================================================================================================
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of each period and no sales charges.
Total return would be reduced if sales charges were taken into account.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
36 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
------------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year 11/10/06
6/30/11 Ended Ended Ended Ended to
(unaudited) 12/31/10 12/31/09 12/31/08 12/31/07 12/31/06 (a)
Class Y
Net asset value, beginning of period $ 12.53 $ 12.84 $ 10.89 $ 13.48 $ 14.09 $ 14.17
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.35 $ 0.58 $ 0.63 $ 0.62 $ 0.67 $ 0.09
Net realized and unrealized gain (loss) on investments 0.29 (0.26) 1.96 (2.51) (0.44) (0.06)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 0.64 $ 0.32 $ 2.59 $ (1.89) $ 0.23 $ 0.03
Distributions to shareowners:
Net investment income (0.32) (0.63) (0.63) (0.63) (0.64) (0.11)
Net realized gain -- -- (0.01) (0.07) (0.20) --
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.32 $ (0.31) $ 1.95 $ (2.59) $ (0.61) $ (0.08)
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 12.85 $ 12.53 $ 12.84 $ 10.89 $ 13.48 $ 14.09
====================================================================================================================================
Total return* 5.21% 2.34% 24.22% (14.56)% 1.67% 0.21%(b)
Ratio of net expenses to average net assets+ 0.55%** 0.55% 0.58% 0.58% 0.54% 0.60%
Ratio of net investment income to average net assets+ 5.36%** 4.81% 5.17% 4.90% 4.73% 4.49%
Portfolio turnover rate 7%** 18% 18% 27% 18% 8%
Net assets, end of period (in thousands) $64,489 $76,959 $21,963 $18,571 $23,331 $28,693
Ratios assuming no waiver of fees and assumption of expenses
by the Adviser and no reduction for fees paid indirectly:
Net expenses 0.58%** 0.55% 0.58% 0.58% 0.54% 0.60%
Net investment income 5.33%** 4.80% 5.17% 4.90% 4.73% 4.49%
Ratios with waiver of fees and assumption of expenses by the
Adviser and reduction for fees paid indirectly:
Net expenses 0.55%** 0.55% 0.58% 0.58% 0.54% 0.60%
Net investment income 5.36%** 4.81% 5.17% 4.90% 4.73% 4.49%
====================================================================================================================================
(a) Class Y Shares were first publicly offered November 10, 2006.
(b) Not Annualized.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of
the investment at net asset value at the end of each period.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 37
Notes to Financial Statements | 6/30/11 (unaudited)
1. Organization and Significant Accounting Policies
Pioneer AMT-Free Municipal Fund (the Fund) is one of two series of portfolios
comprising Pioneer Series Trust II, a Delaware statutory trust. The Fund is
registered under the Investment Company Act of 1940 as a diversified, open-end
management investment company. The investment objective of the Fund is to seek a
high level of current income exempt from federal income tax as is consistent
with the relative stability of capital.
The Fund offers four classes of shares designated as Class A, Class B, Class C
and Class Y shares. Effective as of the close of business on December 31, 2009,
Class B shares are no longer offered to new or existing shareholders, except
that dividends and/or capital gain distributions may continue to be reinvested
in Class B shares, and shareholders may exchange their Class B shares for Class
B shares of other Pioneer funds, as permitted by existing exchange privileges.
Each class of shares represents an interest in the same portfolio of investments
of the Fund and has identical rights (based on relative net asset values) to
assets and liquidation proceeds. Share classes can bear different rates of
class-specific fees and expenses such as transfer agent and distribution fees.
Differences in class-specific fees and expenses will result in differences in
net investment income and, therefore, the payment of different dividends from
net investment income earned by each class. The Amended and Restated Declaration
of Trust of the Fund gives the Board the flexibility to specify either per share
voting or dollar-weighted voting when submitting matters for shareholder
approval. Under per share voting, each share of a class of the Fund is entitled
to one vote. Under dollar-weighted voting, a shareholder's voting power is
determined not by the number of shares owned, but by the dollar value of the
shares on the record date. Each share class has exclusive voting rights with
respect to matters affecting only that class, including with respect to the
distribution plan for that class. There is no distribution plan for Class Y
shares. Class B shares convert to Class A shares approximately eight years after
the date of purchase.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making the Fund more susceptible to
any economic, political, or regulatory developments or other risks affecting
those industries and sectors. The Fund's prospectus contains unaudited
information regarding the Fund's principal risks. Please refer to that document
when considering the Fund's principal risks.
The Fund's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the
38 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
Fund to, among other things, make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosure of contingent assets
and liabilities at the date of the financial statements, and the reported
amounts of income, expenses, and gain or loss on investments during the
reporting period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Fund in the preparation of its financial statements, which are consistent with
those policies generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. The net asset value
of the Fund is computed once daily, on each day the New York Stock
Exchange (NYSE) is open, as of the close of regular trading on the NYSE.
Fixed income securities with remaining maturity of more than sixty days
are valued at prices supplied by independent pricing services, which
consider such factors as market prices, market events, quotations from one
or more brokers, Treasury spreads, yields, maturities and ratings.
Valuations may be supplemented by dealers and other sources, as required.
Securities for which independent pricing services are unable to supply
prices or for which market prices and/or quotations are not readily
available or are considered to be unreliable are valued using fair value
methods pursuant to procedures adopted by the Board of Trustees.
The Fund may use fair value methods if it is determined that a significant
event has occurred after the close of the exchange or market on which the
security trades and prior to the determination of the Fund's net asset
value. Thus, the valuation of the Fund's securities may differ from
exchange prices.
At June 30, 2011, one security was valued using fair value methods (in
addition to securities valued using prices supplied by independent pricing
services) representing 0.0% of net assets. Inputs used when applying fair
value methods to value a security may include credit ratings, the
financial condition of the company, current market conditions and
comparable securities. Short-term fixed income securities with remaining
maturities of sixty days or less generally are valued at amortized cost.
Discount and premium on debt securities are accreted or amortized,
respectively, daily into interest income on a yield-to-maturity basis over
the life of the respective security with a corresponding increase or
decrease in the cost basis of the security. Interest income, including
interest on income bearing cash accounts, is recorded on the accrual
basis.
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 39
B. Federal Income Taxes
It is the Fund's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to
distribute all of its taxable income and net realized capital gains, if
any, to its shareowners. Therefore, no federal income tax provision is
required. Tax years for the prior three fiscal years remain subject to
examination by tax authorities.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal
income tax rules. Therefore, the sources of the Fund's distributions may
be shown in the accompanying financial statements as from or in excess of
net investment income or as from net realized gain on investment
transactions, or as from paid-in capital, depending on the type of
book/tax differences that may exist.
Under the recently enacted Regulated Investment Company Modernization Act
of 2010, the Fund will be permitted to carry forward capital losses
incurred in taxable years beginning after December 22, 2010 for an
unlimited period. However, any losses incurred during those future years
will be required to be utilized prior to the losses incurred in
pre-enactment tax years. As a result of this ordering rule, pre-enactment
capital loss carryforwards may be more likely to expire unused.
Additionally, post enactment capital losses that are carried forward will
retain their character as either short-term or long-term capital losses
rather than being considered all short-term as under previous law.
The tax character of current year distributions payable will be determined
at the end of the current taxable year. The tax character of distributions
paid during the year ended December 31, 2010 was follows:
--------------------------------------------------------------------------------
2010
--------------------------------------------------------------------------------
Distributions paid from:
Ordinary income $ 970,116
Tax-exempt income 37,989,568
Long-term capital gain --
--------------------------------------------------------------------------------
Total $38,959,684
================================================================================
40 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
The following shows the components of distributable earnings on a federal
income tax basis at December 31, 2010:
--------------------------------------------------------------------------------
2010
--------------------------------------------------------------------------------
Distributable earnings:
Undistributed tax-exempt income $ 1,686,122
Capital loss carryforward (112,013,132)
Current year post-October loss deferred (629,323)
Unrealized depreciation (47,642,946)
--------------------------------------------------------------------------------
Total $(158,599,279)
================================================================================
C. Fund Shares
The Fund records sales and repurchases of its shares as of trade date.
Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the
Fund and a wholly owned indirect subsidiary of UniCredit S.p.A.,
(UniCredit), earned $15,539 in underwriting commissions on the sale of
Class A shares during the six months ended June 30, 2011.
D. Class Allocations
Income, common expenses and realized and unrealized gains and losses are
calculated at the Fund level and allocated daily to each class of shares
based on its respective percentage of adjusted net assets at the beginning
of the day.
Distribution fees are calculated based on the average daily net asset
value attributable to Class A, Class B and Class C shares of the Fund,
respectively (see Note 4). Class Y shares do not pay distribution fees.
All expenses and fees paid to the transfer agent, Pioneer Investment
Management Shareholder Services, Inc. (PIMSS), for its services are
allocated among the classes of shares based on the number of accounts in
each class and the ratable allocation of related out-of-pocket expenses
(see Note 3).
The Fund declares as daily dividends substantially all of its net
investment income. All dividends are paid on a monthly basis. Short-term
capital gain distributions, if any, may be declared with the daily
dividends. Distributions to shareowners are recorded as of the ex-dividend
date. Distributions paid by the Fund with respect to each class of shares
are calculated in the same manner and at the same time, except that net
investment income dividends to Class A, Class B, Class C and Class Y
shares can reflect different transfer agent and distribution expense
rates.
2. Management Agreement
Pioneer Investment Management, Inc. (PIM), a wholly owned indirect subsidiary of
UniCredit, manages the Fund's portfolio. Management fees are calculated daily at
the annual rate of 0.50% of the Fund's average daily net assets up to $250
million; 0.45% of the next $500 million; and 0.40% of the excess over
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 41
$750 million. For the six months ended June 30, 2011, the effective management
fee (excluding waivers and/or assumption of expenses) was equivalent to 0.46% of
the Fund's average daily net assets.
PIM has contractually agreed to limit ordinary operating expenses of the Fund to
the extent required to reduce Fund expenses to 0.82% of the average daily net
assets attributable to Class A shares. Expenses waived during the six months
ended June 30, 2011 are reflected on the Statement of Operations. These expense
limitations are in effect through June 1, 2012 for Class A shares. There can be
no assurance that PIM will extend the expense limit agreement for a class of
shares beyond the date referred to above.
In addition, under the management and administration agreements, certain other
services and costs, including accounting, regulatory reporting and insurance
premiums, are paid by the Fund as administrative reimbursements. Included in
"Due to affiliates" reflected on the Statement of Assets and Liabilities is
$11,218 in management fees, administrative costs and certain other
reimbursements payable to PIM at June 30, 2011.
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially
all transfer agent and shareowner services to the Fund at negotiated rates.
In addition, the Fund reimburses PIMSS for out-of-pocket expenses incurred by
PIMSS related to shareholder communications activities such as proxy and
statement mailings, outgoing phone calls and omnibus relationship contracts. For
the six months ending June 30, 2011, such out-of-pocket expenses by class of
shares were as follows:
--------------------------------------------------------------------------------
Shareholder Communications:
--------------------------------------------------------------------------------
Class A $ 82,499
Class B 2,606
Class C 6,161
Class Y 12,011
--------------------------------------------------------------------------------
Total $103,277
================================================================================
Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $48,133 in transfer agent fees and out-of-pocket reimbursements
payable to PIMSS at June 30, 2011.
4. Distribution Plan
The Fund has adopted a Distribution Plan pursuant to Rule 12b-1 of the
Investment Company Act of 1940 with respect to its Class A, Class B and Class C
shares. Pursuant to the Plan, the Fund pays PFD 0.25% of the average daily net
assets attributable to Class A shares as compensation for personal services
42 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
and/or account maintenance services or distribution services with regard to
Class A shares. Pursuant to the Plan, the Fund also pays PFD 1.00% of the
average daily net assets attributable to Class B and Class C shares. The fee for
Class B and Class C shares consists of a 0.25% service fee and a 0.75%
distribution fee paid as compensation for personal services and/or account
maintenance services or distribution services with regard to Class B and Class C
shares. Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $6,081 in distribution fees payable to PFD at June 30, 2011.
In addition, redemptions of each class of shares (except Class Y shares) may be
subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be
imposed on redemptions of certain net asset value purchases of Class A shares
within 18 months of purchase (within 12 months for purchases made on or after
April 1, 2009). Class B shares that are redeemed within five years of purchase
are subject to a CDSC at declining rates beginning at 4.00%, based on the lower
of cost or market value of shares being redeemed. Redemptions of Class C shares
within one year of purchase are subject to a CDSC of 1.00%, based on the lower
of cost or market value of shares being redeemed. Shares purchased as part of an
exchange remain subject to any CDSC that applied to the original purchase of
those shares. There is no CDSC for Class Y shares. Proceeds from the CDSCs are
paid to PFD. For the six months ended June 30, 2011, CDSCs in the amount of
$18,615 were paid to PFD.
5. Expense Offset Arrangements
The Fund has entered into certain expense offset arrangements with PIMSS which
may result in a reduction in the Fund's total expenses due to interest earned on
cash held by PIMSS. For the six months ended June 30, 2011, the Fund's expenses
were not reduced under such arrangements.
6. Line of Credit Facility
The Fund, along with certain other funds in the Pioneer Family of Funds (the
Funds), participates in a $165 million committed, unsecured revolving line of
credit facility. Borrowings are used solely for temporary or emergency purposes.
The Fund may borrow up to the lesser of the amount available under the facility
or the limits set for borrowing by the Fund's prospectus and the 1940 Act.
Interest on borrowings is payable at the higher of the London Interbank Offered
Rate (LIBOR) on the borrowing date plus 1.25% on an annualized basis or the
Federal Funds Rate on the borrowing date plus 1.25% on an annualized basis. The
Funds pay an annual commitment fee for this facility. The commitment fee is
allocated among participating Funds based on an allocation schedule set forth in
the credit agreement. For the six months ended June 30, 2011, the Fund had no
borrowings under this agreement.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 43
7. Reorganization Information
Each of Pioneer Tax Free Income Fund and Pioneer Intermediate Tax Free Income
Fund was reorganized into Pioneer AMT-Free Municipal Fund on March 5, 2010. The
purpose of this transaction was to combine three funds (managed by PIM) with
similar investment objectives and strategies. This tax-free reorganization was
accomplished by exchanging the assets and liabilities of each of Pioneer Tax
Free Income Fund and Pioneer Intermediate Tax Free Income Fund for shares of
Pioneer AMT-Free Municipal Fund. Shareowners holding Class A, Class B, Class C
and Class Y shares of Pioneer Tax Free Income Fund received Class A, Class B,
Class C and Class Y shares, respectively, of Pioneer AMT-Free Municipal Fund in
the reorganization. Shareowners holding Class A, Class C and Class Y shares of
Pioneer Intermediate Tax Free Income Fund received Class A, Class C and Class Y
shares, respectively, of Pioneer AMT-Free Municipal Fund in the reorganization.
The investment portfolio of Pioneer Tax Free Income Fund, with a value of
$379,164,310 and an identified cost of $406,499,798 at March 5, 2010 and the
investment portfolio of Pioneer Intermediate Tax Free Income Fund, with a value
of $15,394,263 and an identified cost of $14,594,363 at March 5, 2010, were the
principal assets acquired by Pioneer AMT-Free Municipal Fund in the respective
reorganizations. For financial reporting purposes, assets received by Pioneer
AMT-Free Municipal Fund were valued using prices supplied by independent pricing
services and shares issued by Pioneer AMT-Free Municipal Fund were recorded at
net asset value; however, the cost basis of the investments received from
Pioneer Tax Free Income Fund and Pioneer Intermediate Tax Free Income Fund were
carried forward to align ongoing reporting of Pioneer AMT-Free Municipal Fund's
realized and unrealized gains and losses with amounts distributable to
shareowners for tax purposes. The following charts show the details of the
reorganization as of that Closing Date:
--------------------------------------------------------------------------------------------------------------
Pioneer
Intermediate
Pioneer AMT-Free Pioneer Tax Free Tax Free Pioneer AMT-Free
Municipal Fund Income Fund Income Fund Municipal Fund
(Pre-Reorganization) (Pre-Reorganization) (Pre-Reorganization) (Post-Reorganization)
--------------------------------------------------------------------------------------------------------------
Net Assets
Class A $ 476,945,445 $ 330,104,753 $ 7,710,163 $ 814,760,361
Class B $ 5,413,460 $ 7,790,030 $ -- $ 13,203,490
Class C $ 26,433,776 $ 13,717,192 $ 66,460 $ 40,217,428
Class Y $ 22,111,557 $ 50,105,749 $ 8,106,024 $ 80,323,330
--------------------------------------------------------------------------------------------------------------
Total Net Assets $ 530,904,238 $ 401,717,724 $ 15,882,647 $ 948,504,609
--------------------------------------------------------------------------------------------------------------
44 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
--------------------------------------------------------------------------------------------------------------
Pioneer
Intermediate
Pioneer AMT-Free Pioneer Tax Free Tax Free Pioneer AMT-Free
Municipal Fund Income Fund Income Fund Municipal Fund
(Pre-Reorganization) (Pre-Reorganization) (Pre-Reorganization) (Post-Reorganization)
--------------------------------------------------------------------------------------------------------------
Shares
Outstanding
Class A 36,814,211 31,542,771 805,790 62,880,177
Class B 420,588 749,140 -- 1,025,874
Class C 2,055,785 1,330,179 6,939 3,127,609
Class Y 1,710,161 4,805,238 847,542 6,212,232
Exchange Exchange Shares Issued in
Ratio Ratio Reorganization
Class A 0.0772 0.0772 26,065,966
Class B 0.0777 -- 605,286
Class C 0.0778 0.0778 1,071,824
Class Y 0.0773 0.0773 4,502,071
--------------------------------------------------------------------------------------------------------
Unrealized
Appreciation Accumulated
(Depreciation) On Gain (Loss) On
Closing Date Closing Date
--------------------------------------------------------------------------------------------------------
Pioneer Tax Free Income Fund $ (27,335,488) $ (111,461,671)
Pioneer Intermediate Tax Free Income Fund $ 799,900 $ 322,967
8. Subsequent Events
On August 5, 2011, Standard & Poor's Ratings Services (S&P) lowered its credit
rating of the United States' long-term debt from AAA to AA+, with a "Negative"
outlook. S&P reaffirmed its top (A-1+) rating on the U.S. government's
short-term debt. S&P's downgrade reflects their opinion that the fiscal
consolidation plan, that Congress and the Obama Administration agreed to on
August 2, 2011 falls short of what would be necessary to stabilize the
government's medium-term debt dynamics. The downgrade also reflects S&P's
opinion that the effectiveness, stability, and predictability of U.S.
policymaking and political institutions have weakened at a time of ongoing
fiscal and economic challenges to a degree more than they envisioned when S&P
assigned a negative outlook to the rating on April 18, 2011. The long-term
effect of the downgrade is uncertain at this time.
In preparing these financial statements, PIM has evaluated the impact of all
events and transactions for potential recognition or disclosure and has
determined that there were no additional subsequent events requiring recognition
or disclosure.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 45
Trustees, Officers and Service Providers
Trustees Officers
John F. Cogan, Jr., Chairman John F. Cogan, Jr., President
David R. Bock Daniel K. Kingsbury, Executive
Mary K. Bush Vice President
Benjamin M. Friedman Mark E. Bradley, Treasurer
Margaret B.W. Graham Christopher J. Kelley, Secretary
Daniel K. Kingsbury
Thomas J. Perna
Marguerite A. Piret
Stephen K. West
Investment Adviser and Administrator
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Bingham McCutchen LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during the
most recent 12-month period ended June 30 is publicly available to shareowners
at us.pioneerinvestments.com. This information is also available on the
Securities and Exchange Commission's web site at http://www.sec.gov.
46 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
This page for your notes.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 47
This page for your notes.
48 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
This page for your notes.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 49
This page for your notes.
50 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
This page for your notes.
Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11 51
This page for your notes.
52 Pioneer AMT-Free Municipal Fund | Semiannual Report | 6/30/11
How to Contact Pioneer
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
--------------------------------------------------------------------------------
Account Information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Write to us:
--------------------------------------------------------------------------------
PIMSS, Inc.
P.O. Box 55014
Boston, Massachusetts 02205-5014
Our toll-free fax 1-800-225-4240
Our internet e-mail address ask.pioneer@pioneerinvestments.com
(for general questions about Pioneer only)
Visit our web site: us.pioneerinvestments.com
This report must be preceded or accompanied by a prospectus.
The Fund files a complete statement of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
web site at http://www.sec.gov. The filed form may also be viewed and copied at
the Commission's Public Reference Room in Washington, DC. Information regarding
the operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, 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, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its 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, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its 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 and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its 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, as an exhibit to its annual
report on this Form N-CSR;
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
N/A
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
N/A
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
N/A
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
N/A
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
----------------------- --------------------------- -----------------------------------------------
------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- -------------------------
------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
----------------------- --------------------------- -----------------------------------------------
--------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
----------------------- ------------------------- -----------------------------------------------
------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
------------------------------------------- ------------------------------
--------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
--------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
N/A
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The Fund's audit committee of the Board of Trustees has considered whether
the provision of non-audit services that were rendered to the Affiliates
(as defined) 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.
(h) Disclose whether 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 (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
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.
The Fund's audit committee of the Board of Trustees has
considered whether the provision of non-audit services that
were rendered to the Affiliates (as defined) 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.
Item 5. Audit Committee of Listed Registrants
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrants audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
Item 6. Schedule of Investments.
File Schedule I Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.12-
12 of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
Not applicable to open-end management investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment
Companies.
(a) If the registrant is a closed-end management investment company that
is filing an annual report on this Form N-CSR,provide the following
information:
(1) State the name, title, and length of service of the person or persons
employed by or associated with the registrant or an investment adviser
of the registrant who are primarily responsible for the day-to-day management
of the registrants portfolio (Portfolio Manager). Also state each Portfolio
Managers business experience during the past 5 years.
Not applicable to open-end management investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrants equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781). Instruction to paragraph (a). Disclose
all purchases covered by this Item, including purchases that do not
satisfy the conditions of the safe harbor of Rule 10b-18 under the
Exchange Act (17 CFR 240.10b-18), made in the period covered by the
report. Provide disclosures covering repurchases made on a monthly basis.
For example, if the reporting period began on January 16 and ended on
July 15, the chart would show repurchases for the months from January 16
through February 15, February 16 through March 15, March 16 through
April 15, April 16 through May 15, May 16 through June 15, and June 16
through July 15.
Not applicable to open-end management investment companies.
Item 10. Submission of Matters to a Vote of Security Holders.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrants board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G)
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrants board of
directors since the registrant last provided disclosure in response
to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14(A) in
its definitive proxy statement, or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, about the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR
270.30a-2(c))) based on their evaluation of these controls and procedures as of
a date within 90 days of the filing date of the report that includes the
disclosure required by this paragraph.
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on their evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose whether or not there were significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the 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.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(b) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2 under the Act
(17 CFR 270.30a-2).
Filed herewith.
SIGNATURES
[See General Instruction F]
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.
(Registrant) Pioneer Series Trust II
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date August 29, 2011
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 (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date August 29, 2011
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer
Date August 29, 2011
* Print the name and title of each signing officer under his or her signature.