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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 811-07318
Pioneer Series Trust VIII
(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: November 30
Date of reporting period: December 1, 2010 through November 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 International
Value Fund
--------------------------------------------------------------------------------
Annual Report | November 30, 2011
--------------------------------------------------------------------------------
Ticker Symbols:
Class A PIIFX
Class B PBIFX
Class C PCITX
Class Y INVYX
[LOGO] PIONEER
Investments(R)
visit us: us.pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 9
Prices and Distributions 10
Performance Update 11
Comparing Ongoing Fund Expenses 15
Schedule of Investments 17
Financial Statements 24
Notes to Financial Statements 32
Report of Independent Registered Public Accounting Firm 42
Approval of Investment Advisory Agreement 44
Trustees, Officers and Service Providers 48
Pioneer International Value Fund | Annual Report | 11/30/11 1
President's Letter
Dear Shareowner,
During the first three quarters of 2011, the U.S. economy struggled to gain
solid footing. The economy went through a soft patch in the first half, and the
second half, 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. After
rallying nicely in the first half, U.S. equity markets reacted sharply this
summer to the political stalemate and the downgrade. There has been continued
pressure on equities due to concerns about the growing European sovereign-debt
crisis and its potential impact on the global economy.
Despite legitimate reasons for concern, we believe there are also reasons for
optimism that the U.S. economy will continue to exhibit modest growth and is
not headed into a severe recession. Corporations continue to post solid
earnings and, for the most part, are maintaining their positive earnings
outlooks. They also have strong balance sheets with improved net leverage and
high cash levels. Auto production has rebounded following the Japanese
supply-chain interruptions caused by the earthquake and tsunami last spring.
Retail sales growth year-over-year has remained steady despite low consumer
confidence. And despite high unemployment in the U.S., private sector
employment has grown consistently, albeit modestly, since February 2010. There
are certainly risks to our outlook, including possible contagion from the
European sovereign-debt and banking crisis, the fiscal drag from federal and
state budget cuts in the U.S., as well as potential "negative feedback loops"
from capital-market volatility. But broadly speaking, we think the subpar
economic recovery is consistent with recoveries from other "balance
sheet"-caused recessions.
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 investment opportunities 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.
2 Pioneer International Value Fund | Annual Report | 11/30/11
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
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 opinion 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 International Value Fund | Annual Report | 11/30/11 3
Portfolio Management Discussion | 11/30/11
Equity markets experienced sharp swings during Pioneer International Value
Fund's fiscal year ended November 30, 2011, in response to global economic
concerns. In the following interview, Marco Pirondini, head of equities, U.S.,
and portfolio manager for Pioneer in Boston, and Andrea Salvatori, senior vice
president, portfolio manager, and a member of Pioneer's international
investment team in Dublin, Ireland, discuss the factors that influenced the
Fund's performance over the 12-month period, and their investment strategy for
managing the portfolio amid the market volatility.
Q How did the Fund perform during the 12 months ended November 30, 2011?
A Pioneer International Value Fund Class A shares returned -2.84% at net asset
value during the 12 months ended November 30, 2011, while the Fund's
benchmark, the Morgan Stanley Capital International (MSCI) Europe,
Australasia, Far East (EAFE) Index1 (the MSCI Index), returned -3.68%. During
the same 12-month period, the average return of the 212 mutual funds in
Lipper's International Multi-Cap Core Funds category was -5.02%. Thanks in
large part to defensive positioning, which curtailed the portfolio's exposure
to European financials stocks, the Fund outperformed its MSCI Index benchmark
and Lipper peer funds category average. The bulk of the outperformance was
achieved during the July to September 2011 period, when international markets
fell sharply.
Q How would you characterize the investment environment for international stocks
during the 12 months ended November 30, 2011?
A The 12-month reporting period was a tale of two halves, with the first six
months of the period characterized by a tepid economic recovery and some
easing of financial stresses, enabling international markets to post
double-digit returns. However, by the summer months, renewed fears about
Europe's sovereign-debt woes and the future of the euro currency, the U.S.
budget debate, and slowing economic growth in China raised questions about the
state of the global recovery. With signs of economic activity moderating in
the major industrial economies, investors became more cautious and sold
higher-risk assets. The sell-off pushed international stock markets lower
during the second half of the reporting period, despite a relief rally in the
month of October when euro fears temporarily eased.
Q Are you optimistic about the future of the euro and the European Monetary
Union (EMU)?
A We believe that the euro will survive the crisis, as the Europeans appear to
be working on a solution that could eventually bring about a better and
4 Pioneer International Value Fund | Annual Report | 11/30/11
more sustainable framework. Just following the close of the reporting period,
after November 30, 2011, all 17 nations of the EMU agreed to sign a treaty
that grants a central authority closer oversight of their budgets. However, we
believe the long-term adjustments and costs associated with having a closer
fiscal union in order to save the single currency will be painful for the
member nations.
We believe that deleveraging and austerity measures will bring Europe closer
to resembling the Japanese malaise of the past decade, and will be
characterized by tight liquidity, minimal growth, and deflation. However, we
trust that the European Central Bank (ECB) will actively moderate the process
and take the necessary steps to promote stability by infusing liquidity into
the financial markets, thus avoiding the more pessimistic scenarios. We would
not be surprised to see the ECB move in the same direction as the Federal
Reserve Board (the Fed) and lower short-term interest rates to near-zero
levels. As if to underscore our line of thinking, the ECB reduced interest
rates for a second straight month in December 2011, shortly after the Fund's
fiscal year ended, in order to stimulate bank lending and fight off a
recession.
Q Did you make any significant changes to your investment strategy for the Fund
during the 12-month period ended November 30, 2011?
A Throughout the Fund's fiscal year, we maintained a defensive bias in the
Fund's portfolio in order to minimize price volatility. The positioning was
defined by a below-benchmark weighting in European banks and commodity-related
stocks. During the second half of the reporting period, from June 1, 2011,
through November 30, 2011, with international markets declining, we found
valuations to be compelling, particularly in the financials and consumer
discretionary sectors. That said, we still adhered to a strategy that has been
consistently rewarding during these turbulent times, one which seeks companies
with strong balance sheets. We also have been paying more attention to the
dividend-yield attributes of international stocks, as income from dividends
can help provide a buffer in volatile markets. Needless to say, stock-picking
has been very difficult in the volatile market environment that we've seen
over the past several months, a volatility driven more by macroeconomic
factors than corporate fundamentals in our view. The volatility trends have
resulted in several swings in investors' attitude regarding risk, which have
often dragged down both individual stocks and entire sectors indiscriminately.
Q Did you change the Fund's geographic distribution materially in response to
the challenges facing the EMU during the 12 months ended November 30, 2011?
A The recent economic and financial challenges across Europe have contributed to
a broad-based economic slowdown in the region. As occurred
Pioneer International Value Fund | Annual Report | 11/30/11 5
during the financial crisis of 2008, when the majority of the established
industrialized countries slid into recession, the dynamic growth of and demand
emanating from the emerging economies has been helping to lead the global
economy today. In contrast, the established economies of Europe and the United
States have been struggling against unfavorable demographic trends and
excessive debt. As a result, there has been an ever-increasing outflow of
investor capital from the developed markets into the new and attractive
markets in Asia, southeastern Europe and Latin America.
We have increased the Fund's exposure to Latin America at the expense of Asia
-- particularly in the Brazilian banking sector, where we found especially
compelling opportunities. But we also are mindful of the fact that, in the
absence of solvency issues, current valuations in the European equity markets
do represent interesting buying opportunities for the medium term, on a
case-by-case basis. Thus, we did not materially change the Fund's allocation
to Europe during the 12 months ended November 30, 2011.
Q Which holdings or sector allocation decisions contributed to the Fund's
performance during the 12-month period ended November 30, 2011?
A From a sector perspective, the strongest contributors to the Fund's
performance during the period came from health care, information technology,
utilities, and materials.
One of the Fund's best individual performers during the period was Spanish oil
and gas company Repsol, which benefited from the surge in oil prices in the
early part of the Fund's fiscal year. In addition, Synthes, a leading global
medical device company that specializes in orthopedic devices, rallied
significantly following the company's announcement in April 2011 that it was
being purchased by Johnson & Johnson.
GlaxoSmithKline also performed well for the Fund in a year where earnings
visibility and cash returns from dividends and share buy-back programs were
prized by investors. Furthermore, with the introduction of some key drugs, the
pharmaceutical giant proved that it has the pipeline to fuel earnings over the
longer term.
In the consumer staples sector, FamilyMart is another defensive holding in the
portfolio that offers a stable earnings profile, which is something investors
avidly sought during the period. Lastly, after patiently waiting for a
turnaround that materialized in 2011, we sold the Fund's position in
used-packaging recycler Tomra Systems, in order to lock in profits from the
considerable appreciation of the company's stock price.
6 Pioneer International Value Fund | Annual Report | 11/30/11
Q Which sector allocations or holdings detracted from the Fund's results during
the 12 months ended November 30, 2011?
A The financials and consumer discretionary sectors proved to be the biggest
laggards during the 12-month period. The performance of financials stocks was
highly correlated to the sovereign-debt crisis in Europe, while the cyclical
consumer discretionary sector tends to lag in periods of slower growth when
consumers are less willing to spend.
As concerns about the debt crisis in Europe and the United States grew, banks
and other financial institutions struggled. Our decision to limit the Fund's
exposure to the sector helped performance on an absolute and
benchmark-relative basis. However, holding any exposure to the sector proved
to be a drag on performance during the 12-month period. Fund holdings that
fell into that category included Societe Generale, Commerzbank, and Credit
Suisse.
A Fund holding in Gafisa, a Brazilian residential construction and real estate
company, underperformed on the news that it had acquired Tendra, an
acquisition that weighed on Gafisa's operations and balance sheet during the
period. In a market that was completely averse to leveraged or problematic
turnarounds, investors looked unfavorably on the acquisition of Tendra, and
Gafisa's stock sold off in response.
Q What is your outlook for international equity markets?
A Market volatility defined the 12-month reporting period ended November 30,
2011, and we don't expect much to change in 2012. The global economic recovery
has been slowing, and much uncertainty exists. We believe it likely that we
will revisit market lows before policy actions are forced upon politicians and
central bankers. Once policy makers implement more sound fiscal and monetary
policy initiatives, however, we think that financial markets will react
positively. Stock price valuations, especially in emerging markets, remain
attractive. That said, until the macroeconomic risks subside, we plan to
maintain our cautious mindset as well as the Fund's more defensive bias.
1 The MSCI information may only be used for your internal use, may not be
reproduced or re-disseminated in any form and may not be used as a basis for or
a component of any financial instruments or products or indices. None of the
MSCI information is intended to constitute investment advice or a recommendation
to make (or refrain from making) any kind of investment decision and may not be
relied on as such. Historical data and analysis should not be taken as an
indication or guarantee of any future performance analysis, forecast or
prediction. The MSCI information is provided on an "as is" basis and the user of
this information assumes the entire risk of any use made of this information.
MSCI, each of its affiliates and each other person involved in or related to
compiling, computing or creating any MSCI information (collectively, the "MSCI
Parties") expressly disclaims all warranties (including, without limitation, any
warranties of originality, accuracy, completeness, timeliness, non-infringement,
merchantability and fitness for a particular purpose) with respect to this
information. Without limiting any of the foregoing, in no event shall any MSCI
Party have any liability for any direct, indirect, special, incidental,
punitive, consequential (including, without limitation, lost profits) or any
other damages.
Pioneer International Value Fund | Annual Report | 11/30/11 7
Please refer to the Schedule of Investments on pages 17-23 for a full listing
of Fund securities.
Investing in foreign and/or emerging markets securities involves risks relating
to interest rates, currency exchange rates, economic, and political conditions.
The Fund may invest a substantial amount of its assets in issuers located in a
limited number of countries and therefore is susceptible to adverse economic,
political or regulatory developments affecting those countries.
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 or sectors.
These risks may increase share price volatility.
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 statements should not be relied upon for any other purposes.
8 Pioneer International Value Fund | Annual Report | 11/30/11
Portfolio Summary | 11/30/11
Sector Distribution
--------------------------------------------------------------------------------
(As a percentage of total long-term holdings)
[THE DATA BELOW WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.]
Financials 21.6%
Industrials 11.9%
Materials 11.7%
Energy 9.3%
Consumer Staples 9.0%
Information Technology 8.0%
Consumer Discretionary 7.9%
Health Care 6.6%
Telecommunication Services 6.4%
Utilities 6.1%
Government 1.5%
Geographical Distribution
--------------------------------------------------------------------------------
(As a percentage of total long-term holdings)
[THE DATA BELOW WAS REPRESENTED AS A BAR CHART IN THE PRINTED MATERIAL.]
United Kingdom 17.5%
Japan 16.9%
United States 8.7%
Switzerland 8.1%
France 6.7%
Germany 6.0%
Hong Kong 5.5%
People's Republic of China 5.1%
Italy 3.4%
Ireland 3.0%
Sweden 2.4%
South Africa 2.4%
Spain 2.2%
South Korea 2.0%
Singapore 1.9%
Brazil 1.8%
Australia 1.8%
Netherlands 1.1%
Indonesia 1.0%
Other (individually less than 12.5%
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of total long-term holdings)*
1. GlaxoSmithKline Plc 2.99%
--------------------------------------------------------------------------------
2. Societe Generale SA 2.86
--------------------------------------------------------------------------------
3. Nestle SA 2.62
--------------------------------------------------------------------------------
4. BP Amoco Plc 2.47
--------------------------------------------------------------------------------
5. National Grid Plc 2.44
--------------------------------------------------------------------------------
6. Anglogold Ashanti, Ltd. 2.35
--------------------------------------------------------------------------------
7. Itochu Corp. 2.32
--------------------------------------------------------------------------------
8. FamilyMart 2.25
--------------------------------------------------------------------------------
9. Repsol SA 2.20
--------------------------------------------------------------------------------
10. Ryanair Holdings Plc 2.08
--------------------------------------------------------------------------------
* 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.
Pioneer International Value Fund | Annual Report | 11/30/11 9
Prices and Distributions | 11/30/11
Net Asset Value per Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Class 11/30/11 11/30/10
--------------------------------------------------------------------------------
A $17.99 $18.72
--------------------------------------------------------------------------------
B $16.17 $16.82
--------------------------------------------------------------------------------
C $15.97 $16.64
--------------------------------------------------------------------------------
Y $18.07 $18.80
--------------------------------------------------------------------------------
Distributions per Share: 12/1/10-11/30/11
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
--------------------------------------------------------------------------------
A $0.2162 $ -- $ --
--------------------------------------------------------------------------------
B $0.0239 $ -- $ --
--------------------------------------------------------------------------------
C $0.0586 $ -- $ --
--------------------------------------------------------------------------------
Y $0.3048 $ -- $ --
--------------------------------------------------------------------------------
The MSCI EAFE Index is a commonly used measure of international 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 11-14.
10 Pioneer International Value Fund | Annual Report | 11/30/11
Performance Update | 11/30/11 Class A Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer International Value Fund at public offering price,
compared to that of the Morgan Stanley Capital International (MSCI) Europe,
Australasia and Far East (EAFE) Index.
Average Annual Total Returns
(As of November 30, 2011)
--------------------------------------------------------------------------
Net Asset Public Offering
Period Value (NAV) Price (POP)
--------------------------------------------------------------------------
10 Years 3.46% 2.85%
5 Years -4.92 -6.04
1 Year -2.84 -8.42
--------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2011)
--------------------------------------------------------------------------
Gross Net
1.76% 1.45%
--------------------------------------------------------------------------
[THE DATA BELOW WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.]
Value of $10,000 Investment
Pioneer International
Value Fund MSCI EAFE Index
11/01 $ 9,425 $10,000
11/02 $ 8,405 $ 8,750
11/03 $ 9,724 $10,870
11/04 $11,878 $13,499
11/05 $13,522 $15,287
11/06 $17,048 $19,598
11/07 $20,071 $22,988
11/08 $10,170 $12,002
11/09 $13,904 $16,528
11/10 $13,634 $16,712
11/11 $13,246 $16,024
Call 1-800-225-6292 or visit us.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.
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 contractual expense limitations currently in
effect through April 1, 2013 for Class A shares. There can be no assurance that
Pioneer will extend the expense limitations 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.
Pioneer International Value Fund | Annual Report | 11/30/11 11
Performance Update | 11/30/11 Class B Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer International Value Fund, compared to that of the
Morgan Stanley Capital International (MSCI) Europe, Australasia and Far East
(EAFE) Index.
Average Annual Total Returns
(As of November 30, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 2.44% 2.44%
5 Years -5.78 -5.78
1 Year -3.74 -7.58
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2011)
--------------------------------------------------------------------------------
Gross Net
2.88% 2.35%
--------------------------------------------------------------------------------
[THE DATA BELOW WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.]
Value of $10,000 Investment
Pioneer International
Value Fund MSCI EAFE Index
11/01 $10,000 $10,000
11/02 $ 8,817 $ 8,750
11/03 $10,078 $10,870
11/04 $12,139 $13,499
11/05 $13,707 $15,287
11/06 $17,132 $19,598
11/07 $19,984 $22,988
11/08 $10,033 $12,002
11/09 $13,599 $16,528
11/10 $13,215 $16,712
11/11 $12,721 $16,024
Call 1-800-225-6292 or visit us.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). Effective December 1, 2004, the period during which a CDSC is applied
to withdrawals was shortened to 5 years. The maximum CDSC for Class B shares is
4% and declines over five years. For more complete information, please see the
prospectus. Note: Shares purchased prior to December 1, 2004 remain subject to
the CDSC in effect at the time you purchased those shares. For performance
information for shares purchased prior to December 1, 2004, please visit
us.pioneerinvestments.com.
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 net expense ratio reflects contractual expense limitations currently in
effect through April 1, 2013 for Class B shares. There can be no assurance that
Pioneer will extend the expense limitations beyond such time. Please 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.
12 Pioneer International Value Fund | Annual Report | 11/30/11
Performance Update | 11/30/11 Class C Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer International Value Fund, compared to that of the
Morgan Stanley Capital International (MSCI) Europe, Australasia and Far East
(EAFE) Index.
Average Annual Total Returns
(As of November 30, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 2.47% 2.47%
5 Years -5.76 -5.76
1 Year -3.71 -3.71
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2011)
--------------------------------------------------------------------------------
Gross Net
2.58% 2.35%
--------------------------------------------------------------------------------
[THE DATA BELOW WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.]
Value of $10,000 Investment
Pioneer International
Value Fund MSCI EAFE Index
11/01 $10,000 $10,000
11/02 $ 8,810 $ 8,750
11/03 $10,079 $10,870
11/04 $12,149 $13,499
11/05 $13,719 $15,287
11/06 $17,161 $19,598
11/07 $20,048 $22,988
11/08 $10,065 $12,002
11/09 $13,633 $16,528
11/10 $13,250 $16,712
11/11 $12,759 $16,024
Call 1-800-225-6292 or visit us.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.
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 contractual expense limitations currently in
effect through April 1, 2013 for Class C shares. There can be no assurance that
Pioneer will extend the expense limitations 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.
Pioneer International Value Fund | Annual Report | 11/30/11 13
Performance Update | 11/30/11 Class Y Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $5 million
investment made in Pioneer International Value Fund, compared to that of the
Morgan Stanley Capital International (MSCI) Europe, Australasia and Far East
(EAFE) Index.
Average Annual Total Returns
(As of November 30, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 3.17% 3.17%
5 Years -5.46 -5.46
1 Year -2.39 -2.39
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2011)
--------------------------------------------------------------------------------
Gross Net
1.01% 1.01%
--------------------------------------------------------------------------------
[THE DATA BELOW WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.]
Value of $5 Million Investment
Pioneer International
Value Fund MSCI EAFE Index
11/01 $ 5,000,000 $ 5,000,000
11/02 $ 4,458,647 $ 4,375,080
11/03 $ 5,157,895 $ 5,434,776
11/04 $ 6,300,752 $ 6,749,662
11/05 $ 7,172,932 $ 7,643,707
11/06 $ 9,043,187 $ 9,798,870
11/07 $10,468,663 $11,494,044
11/08 $ 5,214,166 $ 6,000,843
11/09 $ 7,105,978 $ 8,264,077
11/10 $ 6,998,478 $ 8,356,149
11/11 $ 6,830,911 $ 8,012,064
Call 1-800-225-6292 or visit us.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 Y shares were first publicly offered on April 16, 2009. Performance shown
for periods prior to the inception of Class Y shares reflects the NAV
performance of the 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 the performance 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.
14 Pioneer International Value Fund | Annual Report | 11/30/11
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 International Value Fund
Based on actual returns from June 1, 2011, through November 30, 2011.
-----------------------------------------------------------------------------------------
Share Class A B C Y
-----------------------------------------------------------------------------------------
Beginning Account Value $1,000.00 $1,000.00 $1,000.00 $1,000.00
on 6/1/11
-----------------------------------------------------------------------------------------
Ending Account $853.85 $849.68 $849.87 $855.63
Value (after expenses)
on 11/30/11
-----------------------------------------------------------------------------------------
Expenses Paid $6.74 $10.90 $10.90 $4.70
During Period*
-----------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.45%, 2.35%,
2.35% and 1.01% for Class A, Class B, Class C and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 183/365 (to reflect the one-half year period).
Pioneer International Value Fund | Annual Report | 11/30/11 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), or redemption fees 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 International Value Fund
Based on a hypothetical 5% return per year before expenses, reflecting the
period from June 1, 2011, through November 30, 2011.
-----------------------------------------------------------------------------------------
Share Class A B C Y
-----------------------------------------------------------------------------------------
Beginning Account Value $1,000.00 $1,000.00 $1,000.00 $1,000.00
on 6/1/11
-----------------------------------------------------------------------------------------
Ending Account $1,017.80 $1,013.29 $1,013.29 $1,020.00
Value (after expenses)
on 11/30/11
-----------------------------------------------------------------------------------------
Expenses Paid $7.33 $11.86 $11.86 $5.11
During Period*
-----------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.45%, 2.35%,
2.35% and 1.01% for Class A, Class B, Class C and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 183/365 (to reflect the one-half year period).
16 Pioneer International Value Fund | Annual Report | 11/30/11
Schedule of Investments | 11/30/11
-----------------------------------------------------------------------------------
Shares Value
-----------------------------------------------------------------------------------
COMMON STOCKS -- 96.7%
ENERGY -- 9.2%
Integrated Oil & Gas -- 7.2%
957,656 BP Amoco Plc $ 6,969,109
23,900 Petrochina Co., Ltd. (A.D.R.) 3,124,925
1,448,000 PetroChina Co., Ltd. 1,879,538
205,371 Repsol SA 6,221,224
46,277 Total SA 2,390,381
------------
$ 20,585,177
-----------------------------------------------------------------------------------
Oil & Gas Drilling -- 0.6%
33,700 Ensco Plc (A.D.R.) $ 1,751,389
-----------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 1.4%
2,800 HRT Participacoes em* $ 1,029,696
432 Inpex Corp. 2,903,068
------------
$ 3,932,764
------------
Total Energy $ 26,269,330
-----------------------------------------------------------------------------------
MATERIALS -- 11.4%
Construction Materials -- 1.4%
1,798,000 China Resources Cement $ 1,349,461
155,400 CRH Plc 2,538,702
------------
$ 3,888,163
-----------------------------------------------------------------------------------
Diversified Metals & Mining -- 4.5%
254,400 Eurasian Natural Resources Corp. $ 2,674,906
88,900 Freeport-McMoRan Copper & Gold, Inc. (Class B) 3,520,440
98,500 Southern Copper Corp. 3,066,305
226,600 Xstrata Plc* 3,652,792
------------
$ 12,914,443
-----------------------------------------------------------------------------------
Fertilizers & Agricultural Chemicals -- 0.7%
47,910 Yara International ASA $ 1,961,700
-----------------------------------------------------------------------------------
Forest Products -- 0.4%
157,400 Sino-Forest Corp.*(c) $ 1,080,355
-----------------------------------------------------------------------------------
Gold -- 3.5%
139,743 Anglogold Ashanti, Ltd. $ 6,639,099
2,076,500 Centamin Egypt, Ltd* 3,257,530
------------
$ 9,896,629
-----------------------------------------------------------------------------------
Steel -- 0.9%
117,800 Companhia Vale do Rio Doce (A.D.R.) $ 2,738,850
------------
Total Materials $ 32,480,140
-----------------------------------------------------------------------------------
CAPITAL GOODS -- 8.8%
Construction & Farm Machinery & Heavy Trucks -- 0.5%
597,000 United Tractors Tbk $ 1,586,535
-----------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund | Annual Report | 11/30/11 17
Schedule of Investments | 11/30/11 (continued)
--------------------------------------------------------------------------
Shares Value
--------------------------------------------------------------------------
Electrical Components & Equipment -- 0.5%
173,763 Fushi Copperweld, Inc.* $ 1,337,106
--------------------------------------------------------------------------
Heavy Electrical Equipment -- 2.4%
74,002 Alstom SA $ 2,571,192
449,000 Mitsubishi Electric Corp.* 4,287,912
------------
$ 6,859,104
--------------------------------------------------------------------------
Industrial Conglomerates -- 2.5%
157,600 Philips Electronics NV $ 3,206,913
459,000 Shanghai Industrial Holdings, Ltd. 1,238,457
28,100 Siemens AG (A.D.R.) 2,849,621
------------
$ 7,294,991
--------------------------------------------------------------------------
Trading Companies & Distributors -- 2.9%
645,500 Itochu Corp. $ 6,557,286
1,729,500 Noble Group, Ltd. 1,616,000
------------
$ 8,173,286
------------
Total Capital Goods $ 25,251,022
--------------------------------------------------------------------------
TRANSPORTATION -- 3.0%
Airlines -- 2.1%
1,147,962 Ryanair Holdings Plc* $ 5,874,298
--------------------------------------------------------------------------
Highways & Railtrack -- 0.9%
5,783,500 Yuexiu Transport Infrastructure, Ltd. $ 2,572,819
------------
Total Transportation $ 8,447,117
--------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 2.5%
Auto Parts & Equipment -- 0.2%
89,000 China XD Plastics Co.* $ 428,980
--------------------------------------------------------------------------
Automobile Manufacturers -- 1.0%
65,500 Daimlerchrysler AG $ 2,971,902
--------------------------------------------------------------------------
Tires & Rubber -- 1.3%
90,300 Bridgestone Corp.* $ 2,096,260
162,000 Pirelli & C. S.p.A. 1,524,884
------------
$ 3,621,144
------------
Total Automobiles & Components $ 7,022,026
--------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 4.3%
Apparel, Accessories & Luxury Goods -- 1.5%
81,799 Cie Financiere Richemont SA $ 4,424,891
--------------------------------------------------------------------------
Homebuilding -- 1.6%
608,800 Sekisui Chemical Co., Ltd.* $ 4,564,107
--------------------------------------------------------------------------
Household Appliances -- 1.2%
190,000 Electrolux AB $ 3,297,894
------------
Total Consumer Durables & Apparel $ 12,286,892
--------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
18 Pioneer International Value Fund | Annual Report | 11/30/11
-------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------
RETAILING -- 1.0%
Automotive Retail -- 1.0%
34,100 USS Co., Ltd. $ 2,956,852
------------
Total Retailing $ 2,956,852
-------------------------------------------------------------------------------
FOOD & DRUG RETAILING -- 2.2%
Food Retail -- 2.2%
159,300 FamilyMart Co., Ltd.* $ 6,346,913
------------
Total Food & Drug Retailing $ 6,346,913
-------------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 6.7%
Packaged Foods & Meats -- 3.4%
132,000 Nestle SA $ 7,404,748
70,891 Unilever Plc 2,383,762
------------
$ 9,788,510
-------------------------------------------------------------------------------
Tobacco -- 3.3%
141,914 Imperial Tobacco Group Plc $ 5,110,479
902 Japan Tobacco, Inc.* 4,299,996
------------
$ 9,410,475
------------
Total Food, Beverage & Tobacco $ 19,198,985
-------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 1.9%
Health Care Services -- 1.9%
78,175 Fresenius Medical Care AG $ 5,341,961
------------
Total Health Care Equipment & Services $ 5,341,961
-------------------------------------------------------------------------------
PHARMACEUTICALS & BIOTECHNOLOGY -- 4.7%
Pharmaceuticals -- 4.7%
380,500 GlaxoSmithKline Plc $ 8,438,193
23,406 Roche Holdings AG 3,724,508
25,200 Salix Pharmaceuticals, Ltd.* 1,112,328
------------
$ 13,275,029
------------
Total Pharmaceuticals & Biotechnology $ 13,275,029
-------------------------------------------------------------------------------
BANKS -- 15.0%
Diversified Banks -- 15.0%
82,450 Banco Itau SA (A.D.R.) $ 1,467,610
61,600 Banco Santander Brasil SA (A.D.R.) 475,552
12,000,000 Bank Pembangunan Daerah Jawa 1,214,114
7,470,205 China Construction Bank Corp. 5,326,572
1,763,200 Commerzbank AG* 3,297,321
730,418 HSBC Holding Plc 5,700,832
6,975,375 Industrial and Commercial Bank of China, Ltd.* 4,136,670
141,900 Industrial Bank of Korea* 1,897,971
423,099 Mitsubishi UFJ Financial Group, Inc. 1,838,017
200,808 National Australia Bank, Ltd. 5,000,964
328,095 Societe Generale SA 8,091,549
The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund | Annual Report | 11/30/11 19
Schedule of Investments | 11/30/11 (continued)
---------------------------------------------------------------------------
Shares Value
---------------------------------------------------------------------------
Diversified Banks -- (continued)
160,200 Sumitomo Mitsui Financial Group, Inc.* $ 4,423,463
------------
$ 42,870,635
------------
Total Banks $ 42,870,635
---------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 2.7%
Asset Management & Custody Banks -- 0.4%
423,219 Man Group Plc $ 950,537
821 Reinet Investments SCA* 13,642
------------
$ 964,179
---------------------------------------------------------------------------
Consumer Finance -- 1.0%
66,000 Capital One Financial Corp. $ 2,947,560
---------------------------------------------------------------------------
Diversified Capital Markets -- 1.3%
155,220 CS Group $ 3,764,787
------------
Total Diversified Financials $ 7,676,526
---------------------------------------------------------------------------
INSURANCE -- 3.0%
Life & Health Insurance -- 1.1%
320,200 T&D Holdings, Inc. $ 3,114,392
---------------------------------------------------------------------------
Multi-Line Insurance -- 1.9%
25,000 Allianz AG $ 2,590,281
596,460 Aviva Plc 2,940,438
------------
$ 5,530,719
------------
Total Insurance $ 8,645,111
---------------------------------------------------------------------------
SOFTWARE & SERVICES -- 1.5%
Home Entertainment Software -- 1.5%
181,700 Electronic Arts, Inc.* $ 4,213,623
------------
Total Software & Services $ 4,213,623
---------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 3.5%
Communications Equipment -- 2.0%
333,300 Ericsson LM Tel Sur B $ 3,542,808
130,550 HTC Corp. 2,147,518
------------
$ 5,690,326
---------------------------------------------------------------------------
Office Electronics -- 1.5%
94,800 Canon, Inc.* $ 4,289,867
------------
Total Technology Hardware & Equipment $ 9,980,193
---------------------------------------------------------------------------
SEMICONDUCTORS -- 2.9%
Semiconductor Equipment -- 1.2%
316,100 ASM Pacific Technology, Ltd. $ 3,504,249
---------------------------------------------------------------------------
Semiconductors -- 1.7%
32,900 Analog Devices, Inc. $ 1,146,894
8,000 Samsung Electronics Co., Ltd. (G.D.R.) (144A) 3,658,602
------------
$ 4,805,496
------------
Total Semiconductors $ 8,309,745
---------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
20 Pioneer International Value Fund | Annual Report | 11/30/11
---------------------------------------------------------------------------
Shares Value
---------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 6.3%
Integrated Telecommunication Services -- 2.3%
1,589,500 Singapore Telecommunications, Ltd. $ 3,859,686
2,783,600 Telecom Italia S.p.A. D Risp 2,700,029
------------
$ 6,559,715
---------------------------------------------------------------------------
Wireless Telecommunication Services -- 4.0%
356,400 China Mobile, Ltd. $ 3,513,342
36,200 Millicom International Cellular SA 3,880,278
1,492,821 Vodafone Group Plc 4,053,251
------------
$ 11,446,871
------------
Total Telecommunication Services $ 18,006,586
---------------------------------------------------------------------------
UTILITIES -- 6.1%
Multi-Utilities -- 3.3%
85,000 GDF Suez SA $ 2,388,050
701,353 National Grid Plc 6,896,700
------------
$ 9,284,750
---------------------------------------------------------------------------
Water Utilities -- 2.8%
5,488,000 Guangdong Investment, Ltd. $ 3,483,757
3,710,500 Manila Water Co, Inc. 1,635,434
229,685 Suez Environnement SA 2,915,983
------------
$ 8,035,174
------------
Total Utilities $ 17,319,924
---------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $283,469,824) $275,898,610
---------------------------------------------------------------------------
-----------------------------------------------------------------------
Principal
Amount ($) Value
-----------------------------------------------------------------------
CORPORATE BONDS -- 0.8%
MATERIALS -- 0.2%
Paper Packaging -- 0.2%
765,000 Sealed Air Corp., 6.875%, 7/15/33 $ 650,020
------------
Total Materials $ 650,020
-----------------------------------------------------------------------
BANKS -- 0.6%
Diversified Banks -- 0.6%
700,000 BNP Paribas SA, 5.019%, 4/29/49 $ 663,067
1,400,000 Intesa Sanpaolo S.p.A., 8.047%, 6/29/49 1,062,788
------------
$ 1,725,855
------------
Total Banks $ 1,725,855
-----------------------------------------------------------------------
TOTAL CORPORATE BONDS
(Cost $2,586,515) $ 2,375,875
-----------------------------------------------------------------------
FOREIGN GOVERNMENT BONDS -- 1.5%
4,000,000 Italy Buoni Polienna, 5.0%, 3/1/25 $ 4,282,753
-----------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund | Annual Report | 11/30/11 21
Schedule of Investments | 11/30/11 (continued)
----------------------------------------------------------------------
Principal
Amount ($) Value
----------------------------------------------------------------------
TOTAL FOREIGN GOVERNMENT BONDS
(Cost $4,444,966) $ 4,282,753
----------------------------------------------------------------------
TOTAL INVESTMENT IN SECURITIES -- 99.0%
(Cost $290,501,305) (a)(b) $282,557,238
----------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- 1.0% $ 2,833,812
----------------------------------------------------------------------
TOTAL NET ASSETS -- 100.0% $285,391,050
======================================================================
(A.D.R.) American Depositary Receipt.
(G.D.R.) Global Depositary Receipt.
* Non-income producing security.
(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
November 30, 2011, the value of these securities amounted to $3,658,602
or 1.3% of total net assets.
(a) At November 30, 2011, the net unrealized loss on investments based on
cost for federal income tax purposes of $294,650,052 was as follows:
Aggregate gross unrealized gain for all investments in which there is an
excess of value over tax cost $ 26,344,909
Aggregate gross unrealized loss for all investments in which there is an
excess of tax cost over value (38,437,723)
------------
Net unrealized loss $(12,092,814)
============
(b) Distributions of investments by country of issue (excluding temporary
cash investments) as a percentage of total investment in securities, is
as follows:
United Kingdom 17.5%
Japan 16.9
United States 8.7
Switzerland 8.1
France 6.7
Germany 6.0
Hong Kong 5.5
People's Republic of China 5.1
Italy 3.4
Ireland 3.0
Sweden 2.4
South Africa 2.4
Spain 2.2
South Korea 2.0
Singapore 1.9
Brazil 1.8
Australia 1.8
Netherlands 1.1
Indonesia 1.0
Other (individually less than 1%) 2.5
-----
100.0%
=====
The accompanying notes are an integral part of these financial statements.
22 Pioneer International Value Fund | Annual Report | 11/30/11
(c) Security is valued using fair value methods (other than prices supplied
by independent pricing services). See Notes to Financial Statements --
Note 1A.
Purchases and sales of securities (excluding temporary cash investments) for
the year ended November 30, 2011 aggregated $207,270,369 and $214,086,950,
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.
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)
Generally, equity securities are categorized as Level 1, fixed income
securities and senior loans as Level 2 and securities valued using fair value
methods (other than prices supplied by independent pricing services) as Level
3. See Notes to Financial Statements -- Note 1A.
The following is a summary of the inputs used as of November 30, 2011, in
valuing the Fund's assets:
--------------------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
--------------------------------------------------------------------------------------------------
Common Stocks* $35,091,157 $239,727,098 $1,080,355 $275,898,610
Corporate Bonds -- 2,375,875 -- 2,375,875
Foreign Government Bonds -- 4,282,753 -- 4,282,753
--------------------------------------------------------------------------------------------------
Total $35,091,157 $246,385,726 $1,080,355 $282,557,238
--------------------------------------------------------------------------------------------------
Other Financial Instruments** $ -- $ 33,817 $ -- $ 33,817
==================================================================================================
* Level 2 securities are valued by independent pricing services using fair
value factors.
** Other financial instruments include foreign exchange contracts.
Following is a reconciliation of assets using significant unobservable inputs
(Level 3):
--------------------------------------------------------------------------------
Common
Stocks
--------------------------------------------------------------------------------
Balance as of 11/30/10 $ --
Realized gain (loss)(1) --
Change in unrealized appreciation (depreciation)(2) (2,332,178)
Net purchases (sales) --
Transfers in and out of Level 3* 3,412,533
-----------
Balance as of 11/30/11 $ 1,080,355
===========
1 Realized gain (loss) on these securities is included in the net realized
gain (loss) on 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.
* Transfers are calculated on the beginning of period values.
The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund | Annual Report | 11/30/11 23
Statement of Assets and Liabilities | 11/30/11
ASSETS:
Investment in securities (cost $290,501,305) $282,557,238
Cash 901,528
Receivables --
Investment securities sold 3,228,793
Fund shares sold 41,448
Dividends, interest and foreign taxes withheld 1,746,790
Forward foreign currency portfolio hedge contracts, open-net 33,817
Due from Pioneer Investment Management, Inc. 26,283
Other 160,245
-------------------------------------------------------------------------------------
Total assets $288,696,142
-------------------------------------------------------------------------------------
LIABILITIES:
Payables --
Investment securities purchased $ 2,461,786
Fund shares repurchased 79,356
Foreign currencies due to custodian, at value (cost $597,991) 607,462
Due to affiliates 49,348
Accrued expenses 107,140
-------------------------------------------------------------------------------------
Total liabilities $ 3,305,092
-------------------------------------------------------------------------------------
NET ASSETS:
Paid-in capital $450,035,096
Undistributed net investment income 4,338,765
Accumulated net realized loss on investments and foreign currency
transactions (161,103,240)
Net unrealized loss on investments (7,944,067)
Net unrealized gain on forward foreign currency contracts and other
assets and liabilities denominated in foreign currencies 64,496
-------------------------------------------------------------------------------------
Total net assets $285,391,050
=====================================================================================
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (based on $79,559,097/4,423,359 shares) $ 17.99
Class B (based on $5,987,273/370,365 shares) $ 16.17
Class C (based on $10,523,339/659,068 shares) $ 15.97
Class Y (based on $189,321,341/10,479,307 shares) $ 18.07
MAXIMUM OFFERING PRICE:
Class A ($17.99 [divided by] 94.25%) $ 19.09
=====================================================================================
The accompanying notes are an integral part of these financial statements.
24 Pioneer International Value Fund | Annual Report | 11/30/11
Statement of Operations
For the Year Ended 11/30/11
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $860,763) $ 9,727,957
Interest 350,214
Income from securities loaned, net 184,722
------------------------------------------------------------------------------------------------
Total investment income $ 10,262,893
------------------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 2,674,025
Transfer agent fees and expenses
Class A 355,324
Class B 63,682
Class C 46,242
Class Y 1,897
Distribution fees
Class A 225,778
Class B 82,783
Class C 121,323
Shareholder communications expense 140,815
Administrative reimbursement 92,845
Custodian fees 144,385
Registration fees 62,164
Professional fees 103,993
Printing expense 39,792
Fees and expenses of nonaffiliated Trustees 11,728
Miscellaneous 41,218
------------------------------------------------------------------------------------------------
Total expenses $ 4,207,994
Less fees waived and expenses reimbursed by Pioneer
Investment Management, Inc. (354,656)
------------------------------------------------------------------------------------------------
Net expenses $ 3,853,338
------------------------------------------------------------------------------------------------
Net investment income $ 6,409,555
------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) on:
Investments $ 11,841,764
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies (1,958,510) $ 9,883,254
------------------------------------------------------------------------------------------------
Change in net unrealized loss on:
Investments $ (22,881,115)
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies (71,828) $(22,952,943)
------------------------------------------------------------------------------------------------
Net loss on investments and foreign currency transactions $(13,069,689)
------------------------------------------------------------------------------------------------
Net decrease in net assets resulting from operations $ (6,660,134)
================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund | Annual Report | 11/30/11 25
Statement of Changes in Net Assets
-------------------------------------------------------------------------------------------
Year Ended Year Ended
11/30/11 11/30/10
-------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income $ 6,409,555 $ 4,291,123
Net realized gain on investments and foreign currency
transactions 9,883,254 11,806,641
Change in net unrealized loss on investments and foreign
currency transactions (22,952,943) (22,929,854)
-------------------------------------------------------------------------------------------
Net decrease in net assets resulting from operations $ (6,660,134) $ (6,832,090)
-------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income:
Class A ($0.22 and $0.07 per share, respectively) $ (1,023,788) $ (381,148)
Class B ($0.02 and $0.00 per share, respectively) (13,411) --
Class C ($0.06 and $0.00 per share, respectively) (41,952) --
Class Y ($0.30 and $0.13 per share, respectively) (3,168,233) (1,343,901)
-------------------------------------------------------------------------------------------
Total distributions to shareowners $ (4,247,384) $ (1,725,049)
-------------------------------------------------------------------------------------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale or exchange of shares $ 20,926,432 $ 22,753,520
Reinvestment of distributions 1,034,534 361,274
Cost of shares repurchased (31,870,345) (39,120,535)
-------------------------------------------------------------------------------------------
Net decrease in net assets resulting from Fund share
transactions $ (9,909,379) $(16,005,741)
-------------------------------------------------------------------------------------------
Net decrease in net assets $(20,816,897) $(24,562,880)
NET ASSETS:
Beginning of year 306,207,947 330,770,827
-------------------------------------------------------------------------------------------
End of year $285,391,050 $306,207,947
-------------------------------------------------------------------------------------------
Undistributed net investment income $ 4,338,765 $ 4,094,555
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
26 Pioneer International Value Fund | Annual Report | 11/30/11
-------------------------------------------------------------------------------------------
'11 Shares '11 Amount '10 Shares '10 Amount
-------------------------------------------------------------------------------------------
Class A
Shares sold 552,784 $10,885,729 587,708 $ 11,103,567
Reinvestment of distributions 48,988 964,082 18,283 352,102
Less shares repurchased (940,687) (18,525,899) (1,389,154) (25,387,432)
-------------------------------------------------------------------------------------------
Net decrease (338,915) $(6,676,088) (783,163) $(13,931,763)
===========================================================================================
Class B
Shares sold or exchanged 31,578 $ 557,777 23,626 $ 424,361
Reinvestment of distributions 723 12,883 -- --
Less shares repurchased (244,054) (4,329,539) (281,326) (4,746,733)
-------------------------------------------------------------------------------------------
Net decrease (211,753) $(3,758,879) (257,700) $ (4,322,372)
===========================================================================================
Class C
Shares sold 111,479 $ 1,975,835 154,881 $ 2,613,022
Reinvestment of distributions 2,226 39,190 -- --
Less shares repurchased (183,522) (3,216,738) (292,560) (4,769,718)
-------------------------------------------------------------------------------------------
Net decrease (69,817) $(1,201,713) (137,679) $ (2,156,696)
===========================================================================================
Class Y
Shares sold 388,272 $ 7,507,091 454,528 $ 8,612,672
Reinvestment of distributions 934 18,379 471 9,070
Less shares repurchased (290,814) (5,798,169) (225,287) (4,216,652)
-------------------------------------------------------------------------------------------
Net increase 98,392 $ 1,727,301 229,712 $ 4,405,090
===========================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund | Annual Report | 11/30/11 27
Financial Highlights
-----------------------------------------------------------------------------------------------------
Year Ended Year Ended
11/30/11 11/30/10
-----------------------------------------------------------------------------------------------------
Class A
Net asset value, beginning of period $ 18.72 $ 19.16
-----------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.37 $ 0.24
Net realized and unrealized gain (loss) on investments and foreign
currency transactions (0.88) (0.61)
-----------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (0.51) $ (0.37)
Distributions to shareowners:
Net investment income (0.22) (0.07)
-----------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (0.73) $ (0.44)
-----------------------------------------------------------------------------------------------------
Net asset value, end of period $ 17.99 $ 18.72
=====================================================================================================
Total return* (2.84)% (1.94)%
Ratio of net expenses to average net assets+ 1.45% 1.45%
Ratio of net investment income to average net assets+ 1.80% 1.18%
Portfolio turnover rate 66% 66%
Net assets, end of period (in thousands) $79,559 $89,145
Ratios with no waiver of fees and assumption of expenses by the Adviser
and no reduction for fees paid indirectly:
Net expenses 1.77% 1.76%
Net investment income 1.48% 0.86%
Ratios with waiver of fees and assumption of expenses by the Adviser
and reduction for fees paid indirectly:
Net expenses 1.45% 1.45%
Net investment income 1.80% 1.18%
=====================================================================================================
--------------------------------------------------------------------------------------------------------------------
Year Ended Year Ended Year Ended
11/30/09 11/30/08 11/30/07
--------------------------------------------------------------------------------------------------------------------
Class A
Net asset value, beginning of period $ 14.15 $ 28.12 $ 23.98
--------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.14 $ 0.27 $ 0.22
Net realized and unrealized gain (loss) on investments and foreign
currency transactions 5.01 (14.05) 4.02
--------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 5.15 $(13.78) $ 4.24
Distributions to shareowners:
Net investment income (0.14) (0.19) (0.10)
--------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 5.01 $(13.97) $ 4.14
--------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 19.16 $ 14.15 $ 28.12
====================================================================================================================
Total return* 36.72% (49.33)% 17.73%
Ratio of net expenses to average net assets+ 1.52% 1.71% 1.68%
Ratio of net investment income to average net assets+ 0.97% 1.07% 0.76%
Portfolio turnover rate 54% 135% 81%
Net assets, end of period (in thousands) $106,263 $53,725 $133,264
Ratios with no waiver of fees and assumption of expenses by the Adviser
and no reduction for fees paid indirectly:
Net expenses 2.10% 1.90% 1.68%
Net investment income 0.39% 0.88% 0.76%
Ratios with waiver of fees and assumption of expenses by the Adviser
and reduction for fees paid indirectly:
Net expenses 1.52% 1.70% 1.66%
Net investment income 0.97% 1.08% 0.78%
====================================================================================================================
* 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.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
28 Pioneer International Value Fund | Annual Report | 11/30/11
-----------------------------------------------------------------------------------------------------
Year Ended Year Ended
11/30/11 11/30/10
-----------------------------------------------------------------------------------------------------
Class B
Net asset value, beginning of period $16.82 $17.31
-----------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.31 $ 0.09
Net realized and unrealized gain (loss) on investments and foreign
currency transactions (0.94) (0.58)
-----------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $(0.63) $(0.49)
Distributions to shareowners:
Net investment income (0.02) --
-----------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $(0.65) $(0.49)
-----------------------------------------------------------------------------------------------------
Net asset value, end of period $16.17 $16.82
=====================================================================================================
Total return* (3.74)% (2.83)%
Ratio of net expenses to average net assets+ 2.35% 2.35%
Ratio of net investment income (loss) to average net assets+ 0.85% 0.26%
Portfolio turnover rate 66% 66%
Net assets, end of period (in thousands) $5,987 $9,790
Ratios with no waiver of fees and assumption of expenses by the Adviser
and no reduction for fees paid indirectly:
Net expenses 2.94% 2.88%
Net investment income (loss) 0.26% (0.27)%
Ratios with waiver of fees and assumption of expenses by the Adviser
and reduction for fees paid indirectly:
Net expenses 2.35% 2.35%
Net investment income (loss) 0.85% 0.26%
=====================================================================================================
-------------------------------------------------------------------------------------------------------------------
Year Ended Year Ended Year Ended
11/30/09 11/30/08 11/30/07
-------------------------------------------------------------------------------------------------------------------
Class B
Net asset value, beginning of period $ 12.77 $ 25.50 $ 21.86
-------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income (loss) $ (0.05)# $ 0.09 $ (0.02)
Net realized and unrealized gain (loss) on investments and foreign
currency transactions 4.59 (12.76) 3.66
-------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 4.54 $(12.67) $ 3.64
Distributions to shareowners:
Net investment income -- (0.06) --
-------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 4.54 $(12.73) $ 3.64
-------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 17.31 $ 12.77 $ 25.50
===================================================================================================================
Total return* 35.55% (49.80)% 16.65%
Ratio of net expenses to average net assets+ 2.40% 2.61% 2.55%
Ratio of net investment income (loss) to average net assets+ (0.06)% 0.14% (0.12)%
Portfolio turnover rate 54% 135% 81%
Net assets, end of period (in thousands) $14,538 $ 5,978 $18,562
Ratios with no waiver of fees and assumption of expenses by the Adviser
and no reduction for fees paid indirectly:
Net expenses 3.05% 2.76% 2.55%
Net investment income (loss) (0.71)% (0.01)% (0.12)%
Ratios with waiver of fees and assumption of expenses by the Adviser
and reduction for fees paid indirectly:
Net expenses 2.40% 2.60% 2.52%
Net investment income (loss) (0.06)% 0.15% (0.09)%
===================================================================================================================
* 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.
+ Ratios with no reduction for fees paid indirectly.
# The amount shown for a share outstanding does not correspond with the
aggregate gain on investments for the period due to the timing of sales and
repurchases of shares in relation to fluctuating market values of the
investments of the Fund.
The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund | Annual Report | 11/30/11 29
Financial Highlights (continued)
-----------------------------------------------------------------------------------------------------
Year Ended Year Ended
11/30/11 11/30/10
-----------------------------------------------------------------------------------------------------
Class C
Net asset value, beginning of period $ 16.64 $ 17.12
-----------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.19 $ 0.06
Net realized and unrealized gain (loss) on investments and foreign
currency transactions $ (0.80) $ (0.54)
-----------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (0.61) $ (0.48)
Distributions to shareowners:
Net investment income (0.06) --
-----------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (0.67) $ (0.48)
-----------------------------------------------------------------------------------------------------
Net asset value, end of period $ 15.97 $ 16.64
=====================================================================================================
Total return* (3.71)% (2.80)%
Ratio of net expenses to average net assets+ 2.35% 2.35%
Ratio of net investment income (loss) to average net assets+ 0.90% 0.26%
Portfolio turnover rate 66% 66%
Net assets, end of period (in thousands) $10,523 $12,126
Ratios with no waiver of fees and assumption of expenses by the Adviser
and no reduction for fees paid indirectly:
Net expenses 2.52% 2.58%
Net investment income (loss) 0.73% 0.02%
Ratios with waiver of fees and assumption of expenses by the Adviser
and reduction for fees paid indirectly:
Net expenses 2.35% 2.35%
Net investment income (loss) 0.90% 0.26%
=====================================================================================================
-------------------------------------------------------------------------------------------------------------------
Year Ended Year Ended Year Ended
11/30/09 11/30/08 11/30/07
-------------------------------------------------------------------------------------------------------------------
Class C
Net asset value, beginning of period $ 12.64 $ 25.28 $ 21.64
-------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income (loss) $ (0.05)# $ 0.08 $ (0.01)
Net realized and unrealized gain (loss) on investments and foreign
currency transactions $ 4.53 $(12.62) 3.65
-------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 4.48 $(12.54) $ 3.64
Distributions to shareowners:
Net investment income -- (0.10) --
-------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 4.48 $(12.64) $ 3.64
-------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 17.12 $ 12.64 $ 25.28
===================================================================================================================
Total return* 35.44% (49.79)% 16.82%
Ratio of net expenses to average net assets+ 2.40% 2.57% 2.45%
Ratio of net investment income (loss) to average net assets+ (0.04)% 0.22% 0.00%(a)
Portfolio turnover rate 54% 135% 81%
Net assets, end of period (in thousands) $14,839 $ 5,384 $16,486
Ratios with no waiver of fees and assumption of expenses by the Adviser
and no reduction for fees paid indirectly:
Net expenses 2.74% 2.57% 2.45%
Net investment income (loss) (0.38)% 0.22% 0.00%(a)
Ratios with waiver of fees and assumption of expenses by the Adviser
and reduction for fees paid indirectly:
Net expenses 2.40% 2.56% 2.44%
Net investment income (loss) (0.04)% 0.23% 0.01%
===================================================================================================================
* 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.
+ Ratios with no reduction for fees paid indirectly.
(a) Amount rounds to less than 0.01%.
# The amount shown for a share outstanding does not correspond with the
aggregate gain on investments for the period due to the timing of sales and
repurchases of shares in relation to fluctuating market values of the
investments of the Fund.
The accompanying notes are an integral part of these financial statements.
30 Pioneer International Value Fund | Annual Report | 11/30/11
----------------------------------------------------------------------------------------------------------
4/16/09 (a)
Year Ended Year Ended to
11/30/11 11/30/10 11/30/09
----------------------------------------------------------------------------------------------------------
Class Y
Net asset value, beginning of period $ 18.80 $ 19.22 $ 14.11
----------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.44 $ 0.30 $ 0.10
Net realized and unrealized gain (loss) on
investments and foreign currency transactions (0.87) (0.59) 5.01
----------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment
operations $ (0.43) $ (0.29) $ 5.11
----------------------------------------------------------------------------------------------------------
Distributions to shareowners:
Net investment income (0.30) (0.13) --
----------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (0.73) $ (0.42) $ 5.11
----------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 18.07 $ 18.80 $ 19.22
==========================================================================================================
Total return* (2.39)% (1.51)% 36.22%(b)
Ratio of net expenses to average net assets+ 1.01% 1.01% 1.01%**
Ratio of net investment income to average net assets+ 2.26% 1.63% 1.10%**
Portfolio turnover rate 66% 66% 54%(b)
Net assets, end of period (in thousands) $189,321 $195,147 $195,132
Ratios with no waiver of fees and assumption of
expenses by the Adviser and no reduction for fees
paid indirectly:
Net expenses 1.01% 1.01% 1.01%**
Net investment income 2.26% 1.63% 1.10%**
Ratios with waiver of fees and assumption of
expenses by the Adviser and reduction for fees
paid indirectly:
Net expenses 1.01% 1.01% 1.01%**
Net investment income 2.26% 1.63% 1.10%**
==========================================================================================================
* 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.
+ Ratios with no reduction for fees paid indirectly.
(a) Class Y shares were first publicly offered on April 16, 2009.
(b) Not annualized.
** Annualized.
The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund | Annual Report | 11/30/11 31
Notes to Financial Statements | 11/30/11
1. Organization and Significant Accounting Policies
Pioneer International Value Fund (the Fund) is the sole portfolio comprising
Pioneer Series Trust VIII, 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 long-term growth of
capital.
The Fund offers four classes of shares designated as Class A, Class B, Class C
and Class Y shares. Class R shares were first publicly offered on April 1, 2003
and ceased operations on February 1, 2007. Class Y shares were first publicly
offered on April 16, 2009. 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.
The Fund's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the
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.
32 Pioneer International Value Fund | Annual Report | 11/30/11
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
using 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 using the mean
between the last bid and asked prices. 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.
The Fund invests primarily in securities of non-U.S. issuers. The principal
exchanges and markets for such securities have closing times prior to the
close of the NYSE. However, the value of these securities may be influenced
by changes in global markets occurring after the closing times of the local
exchanges and markets up to the time the Fund determines its net asset value.
Consequently, the Board of Trustees of the Fund has determined that daily
adjustments to the valuation of securities of non-U.S. issuers by utilizing
an independent pricing service that supplies an appropriate fair value factor
is appropriate for the Fund.
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. 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. Examples
of a significant event might include political or economic news, corporate
restructurings, natural disasters, terrorist activity or trading halts. Thus,
the valuation of the Fund's securities may differ from exchange prices.
At November 30, 2011, one security was valued using fair value methods (in
addition to securities valued using prices supplied by independent pricing
services) representing 0.38% 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.
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
Pioneer International Value Fund | Annual Report | 11/30/11 33
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.
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. Forward Foreign Currency Contracts
The Fund may enter into forward foreign currency contracts (contracts) for
the purchase or sale of a specific foreign currency at a fixed price on a
future date. All contracts are marked to market daily at the applicable
exchange rates, and any resulting unrealized gains or losses are recorded in
the Fund's financial statements. The Fund records realized gains and losses
at the time a portfolio hedge is offset by entry into a closing transaction
or extinguished by delivery of the currency. Risks may arise upon entering
into these contracts from the potential inability of counterparties to meet
the terms of the contract and from unanticipated movements in the value of
foreign currencies relative to the U.S. dollar (see Note 6).
D. 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
share-owners. Therefore, no federal income tax provision is required. Tax
years for the prior three fiscal years remain subject to examination by
federal and state tax authorities.
In addition to the requirements of the Internal Revenue Code, the Fund may
also be required to pay local taxes on the recognition of capital gains
and/or
34 Pioneer International Value Fund | Annual Report | 11/30/11
the repatriation of foreign currencies in certain countries. During the year
ended November 30, 2011, the Fund paid no such taxes.
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.
At November 30, 2011, the Fund had a net capital loss carryforward of
$153,460,706, of which the following amounts will expire in 2016 and 2017 if
not utilized: $30,336,810 in 2016 and $123,123,896 in 2017.
The Fund has elected to defer approximately $3,493,787 of capital losses
recognized between November 1, 2011 and November 30, 2011 to its fiscal year
ending November 30, 2012.
At November 30, 2011, the Fund reclassified $1,917,961 to decrease
undistributed net investment income, $8,095,069 to decrease accumulated net
realized loss and $6,177,108 to decrease paid-in capital, to reflect
permanent book/tax differences. The reclassification has no impact on the net
assets of the Fund and presents the Fund's capital accounts on a tax basis.
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 distributions paid during the years ended November 30,
2011 and November 30, 2010 was as follows:
--------------------------------------------------------------------------------
2011 2010
--------------------------------------------------------------------------------
Distributions paid from:
Ordinary income $4,247,384 $1,725,049
--------------------------------------------------------------------------------
Total $4,247,384 $1,725,049
================================================================================
Pioneer International Value Fund | Annual Report | 11/30/11 35
The following shows the components of distributable earnings on a federal
income tax basis at November 30, 2011:
--------------------------------------------------------------------------------
2011
--------------------------------------------------------------------------------
Distributable earnings:
Undistributed ordinary income $ 4,372,582
Capital loss carryforward (153,460,706)
Post-October loss deferred (3,493,787)
Net unrealized loss (12,062,135)
--------------------------------------------------------------------------------
Total $(164,644,046)
================================================================================
The difference between book-basis and tax-basis net unrealized loss is
attributable to the tax deferral of losses on wash sales and the mark-to-
market of foreign currency contracts.
E. 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 $15,903 in underwriting commissions on the sale of Class A shares
during the year ended November 30, 2011.
F. 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).
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.
G. Risks
Investing in foreign and/or emerging markets securities involves risks
relating to interest rates, currency exchange rates and economic and
political conditions. The Fund may invest a substantial amount of its assets
in issuers located in a limited number of countries and therefore is
susceptible to
36 Pioneer International Value Fund | Annual Report | 11/30/11
adverse economic, political or regulatory developments affecting those
countries. 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.
H. 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.
I. 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.
Pioneer International Value Fund | Annual Report | 11/30/11 37
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 0.85% of
the Fund's average daily net assets up to $500 million and 0.75% of the excess
over $500 million. For the year ended November 30, 2011, the effective
management fee (excluding waivers and/or assumptions of expenses) was
equivalent to 0.85% of the Fund's average daily net assets.
PIM has contractually agreed to limit ordinary operating expenses to the extent
required to reduce Fund expenses to 1.45%, 2.35% and 2.35%, of the average
daily net assets attributable to Class A, Class B and Class C shares,
respectively. Fees waived and expenses reimbursed during the year ended
November 30, 2011 are reflected on the Statements of Operations. Class Y shares
do not have an expense limitation. These expense limitations are in effect
through April 1, 2013 for Class A, Class B and Class C shares. There can be no
assurance that PIM will extend the expense limitation 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
$6,582 in management fees, administrative costs and certain other
reimbursements payable to PIM at November 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 year ended November 30, 2011, such out-of-pocket expenses by class of
shares were as follows:
--------------------------------------------------------------------------------
Shareholder Communications:
--------------------------------------------------------------------------------
Class A $104,276
Class B 13,625
Class C 16,278
Class Y 6,636
--------------------------------------------------------------------------------
Total $140,815
================================================================================
Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $41,802 in transfer agent fees and out-of-pocket reimbursements
payable to PIMSS at November 30, 2011.
38 Pioneer International Value Fund | Annual Report | 11/30/11
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
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 $964 in distribution fees payable to PFD at November 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 12 months of purchase. Class B shares 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 year ended November 30, 2011,
CDSCs in the amount of $7,137 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 year ended November 30, 2011, the Fund's
expenses were not reduced under such arrangements.
6. Forward Foreign Currency Contracts
At November 30, 2011, the Fund had entered into various forward foreign
currency contracts that obligate the Fund to deliver or take delivery of
currencies at specified future maturity dates. Alternatively, prior to the
settlement date of a forward foreign currency contract, the Fund may close out
such contract by entering into an offsetting contract. The average value of
contracts open during the year ended November 30, 2011 was $6,382,145,437. The
Fund had no outstanding settlement contracts at November 30, 2011.
Pioneer International Value Fund | Annual Report | 11/30/11 39
Open portfolio hedges at November 30, 2011 were as follows:
------------------------------------------------------------------------------------------------------------------
Net Contracts to
(Deliver)/Receive: In Exchange For:
------------------------------ -----------------------------------
Settle- Net
In Local In Local ment Unrealized
Currency Currency In USD Currency In USD Date Gain/(Loss)
------------------------------------------------------------------------------------------------------------------
JPY
(Japanese Yen) (500,000,000) (6,416,179) (6,451,000) 1/31/12 $ (34,821)
JPY
(Japanese Yen) (950,000,000) (12,189,254) 14,054,205,000 (KRW) (12,256,900) 1/31/12 (67,646)
KRW
(South Korean Won) 14,054,205,000 12,189,254 12,325,538 1/31/12 136,284
------------------------------------------------------------------------------------------------------------------
Total $ 33,817
==================================================================================================================
7. 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 year ended
November 30, 2011, the Fund had no borrowings under this agreement.
8. Additional Disclosures about Derivative Instruments and Hedging Activities
Values of derivative instruments as of November 30, 2011 were as follows:
-------------------------------------------------------------------------------------------------------
Derivatives Not
Accounted for as
Hedging Instruments Asset Derivatives 2011 Liabilities Derivatives 2011
Under Accounting --------------------------- -----------------------------
Standards Codification Balance Sheet Balance Sheet
(ASC) 815 Location Value Location Value
-------------------------------------------------------------------------------------------------------
Forward Foreign Exchange Contracts* Receivables $136,284 Payables $102,467
-------------------------------------------------------------------------------------------------------
Total $136,284 $102,467
=======================================================================================================
* Forward Foreign exchange contracts are shown as a net receivable on the
Statement of Assets and Liabilities.
40 Pioneer International Value Fund | Annual Report | 11/30/11
The effect of derivative instruments on the Statement of Operations for the
year ended November 30, 2011 was as follows:
------------------------------------------------------------------------------------------------
Derivatives Not Change in
Accounted for as Realized Unrealized
Hedging Instruments Gain on Gain or (Loss)
Under Accounting Location of Gain or (Loss) Derivatives on Derivatives
Standards Codification on Derivatives Recognized Recognized Recognized
(ASC) 815 in Income in Income in Income
------------------------------------------------------------------------------------------------
Forward Foreign Net realized gain on forward $244,585
Exchange Contracts foreign currency contracts and
other assets and liabilities
denominated in foreign
currencies
Forward Foreign Change in unrealized gain (loss) $(117,991)
Exchange Contracts on forward foreign currency
contracts and other assets and
liabilities denominated in foreign
currencies
Pioneer International Value Fund | Annual Report | 11/30/11 41
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and Shareowners of
Pioneer International Value Fund:
--------------------------------------------------------------------------------
We have audited the accompanying statement of assets and liabilities of Pioneer
International Value Fund (the "Fund"), including the schedule of investments,
as of November 30, 2011, and the related statement of operations for the year
then ended, the statements of changes in net assets for each of the two years
in the period then ended, and the financial highlights for each of the periods
indicated therein. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements and financial highlights are free of material
misstatement. We were not engaged to perform an audit of the Fund's internal
control over financial reporting. Our audits included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Fund's internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements and financial highlights, assessing the accounting
principles used and significant estimates made by management, and evaluating
the overall financial statement presentation. Our procedures included
confirmation of securities owned as of November 30, 2011, by correspondence
with the custodian and brokers or by other appropriate auditing procedures
where replies from brokers were not received. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Pioneer International Value Fund at November 30, 2011, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended, and financial highlights for each of
the periods indicated therein, in conformity with U.S. generally accepted
accounting principles.
/s/ Ernst & Young LLP
Boston, Massachusetts
January 25, 2012
42 Pioneer International Value Fund | Annual Report | 11/30/11
ADDITIONAL INFORMATION (unaudited)
For the fiscal year ending November 30, 2011, the Fund has elected to pass
through foreign tax credits of $717,799.
Pioneer International Value Fund | Annual Report | 11/30/11 43
Approval of Investment Advisory Agreement
Pioneer Investment Management, Inc. (PIM) serves as the investment adviser to
Pioneer International Value Fund (the Fund) pursuant to an investment advisory
agreement between PIM and the Fund. In order for PIM to remain the investment
adviser of the Fund, the Trustees of the Fund must determine annually whether
to renew the investment advisory agreement for the Fund.
The contract review process began in March 2011 as the Trustees of the Fund
agreed on, among other things, an overall approach and timeline for the
process. In July 2011, the Trustees approved the format of the contract review
materials and submitted their formal request to PIM to furnish information
necessary to evaluate the terms of the investment advisory agreement. The
contract review materials were provided to the Trustees in July 2011 and
September 2011. After reviewing and discussing the materials, the Trustees
submitted a request for additional information to PIM, and materials were
provided in response to this request. Meetings of the Independent Trustees of
the Fund were held in July, September, October, and November, 2011 to review
and discuss the contract review materials. In addition, the Trustees took into
account the information related to the Fund provided to the Trustees at each
regularly scheduled meeting.
At a meeting held on November 29, 2011, based on their evaluation of the
information provided by PIM and third parties, the Trustees of the Fund,
including the Independent Trustees voting separately, unanimously approved the
renewal of the investment advisory agreement for another year. In considering
the renewal of the investment advisory agreement, the Trustees considered
various factors that they determined were relevant, including the factors
described below. The Trustees did not identify any single factor as the
controlling factor in determining to approve the renewal of the agreement.
Nature, Extent and Quality of Services
The Trustees considered the nature, extent and quality of the services that had
been provided by PIM to the Fund, taking into account the investment objective
and strategy of the Fund. The Trustees reviewed the terms of the investment
advisory agreement. The Trustees also reviewed PIM's investment approach for
the Fund, its research process and its process for trade execution. The
Trustees considered the resources of PIM and the personnel of PIM who provide
investment management services to the Fund. The Trustees considered the
non-investment resources and personnel of PIM involved in PIM's services to the
Fund, including PIM's compliance and legal resources and personnel. The
Trustees also considered the substantial attention and high priority given by
PIM's senior management to the Pioneer fund complex. In addition, the
44 Pioneer International Value Fund | Annual Report | 11/30/11
Trustees considered PIM's plans to increase resources in its investment
management function and other enhancements to PIM's advisory capabilities.
The Trustees considered that PIM supervises and monitors the performance of the
Fund's service providers and provides the Fund with personnel (including Fund
officers) and other resources that are necessary for the Fund's business
management and operations. The Trustees also considered that, as administrator,
PIM is responsible for the administration of the Fund's business and other
affairs. The Trustees considered the fees paid to PIM for the provision of
administration services.
Based on these considerations, the Trustees concluded that the nature, extent
and quality of services that had been provided by PIM to the Fund were
satisfactory and consistent with the terms of the investment advisory
agreement.
Performance of the Fund
The Trustees considered the performance results of the Fund over various time
periods. They reviewed information comparing the Fund's performance with the
performance of its peer group of funds as classified by Morningstar, Inc.
(Morningstar), an independent provider of investment company data, and with the
performance of the Fund's benchmark index. The Trustees considered that the
Fund's annualized total return was in the fourth quintile of its Morningstar
category for the one and three year periods ended June 30, 2011 and in the
fifth quintile of its Morningstar category for the five year period ended June
30, 2011. (In all quintile rankings referred to throughout this disclosure,
first quintile is most favorable to the Fund's shareowners. Thus, highest
relative performance would be first quintile and lowest relative expenses would
also be first quintile.) The Trustees discussed the Fund's performance record
and PIM's plan for improving the Fund's performance. The Trustees agreed that
they would closely monitor the implementation of PIM's plan for improving the
Fund's performance.
Management Fee and Expenses
The Trustees considered information showing the fees and expenses of the Fund
in comparison to the management fees and expense ratios of its peer group of
funds as classified by Morningstar and also to the expense ratios of a peer
group of funds selected on the basis of criteria determined by the Independent
Trustees for this purpose using data provided by Strategic Insight Mutual Trust
Research and Consulting, LLC (Strategic Insight), an independent third party.
The Trustees considered that the Fund's management fee for the twelve months
ended June 30, 2011 was in the third quintile relative to the management fees
paid by other funds in its Morningstar peer group for the comparable period.
The Trustees also considered the breakpoint in the management fee schedule and
the reduced fee rate on assets over $500 million. The Trustees considered that
the Fund's expense ratio for the twelve months ended June 30, 2011 was in
Pioneer International Value Fund | Annual Report | 11/30/11 45
the second quintile relative to its Strategic Insight peer group for the
comparable period.
The Trustees reviewed gross and net management fees charged by PIM to its
institutional and other clients, including publicly offered European funds,
U.S. registered investment companies (in a sub-advisory capacity), and
unaffiliated foreign and domestic separate accounts. The Trustees also
considered PIM's costs in providing services to the Fund and to its other
clients and considered the differences in management fees and profit margins
for PIM's Fund and non-Fund services. In evaluating the fees associated with
PIM's client accounts, the Trustees took into account the respective demands,
resources and complexity associated with the Fund and client accounts. The
Trustees noted that in some instances the fee rates for those clients were
lower than the management fee for the Fund and considered that, under the
investment advisory agreement with the Fund, PIM performs additional services
for the Fund that it does not provide to those other clients or services that
are broader in scope, including oversight of the Fund's other service providers
and activities related to compliance and the extensive regulatory and tax
regimes to which the Fund is subject. The Trustees also considered the
different entrepreneurial risks associated with PIM's management of the Fund
and the other client accounts. The Trustees concluded that the management fee
payable by the Fund to PIM was reasonable in relation to the nature and quality
of the services provided by PIM.
Profitability
The Trustees considered information provided by PIM regarding the profitability
of PIM with respect to the advisory services provided by PIM to the Fund,
including the methodology used by PIM in allocating certain of its costs to the
management of the Fund. The Trustees also considered PIM's profit margin in
connection with the overall operation of the Fund. They further reviewed the
financial results realized by PIM and its affiliates from non-fund businesses.
The Trustees considered PIM's profit margins with respect to the Fund in
comparison to the limited industry data available and noted that the
profitability of any adviser was affected by numerous factors, including its
organizational structure and method for allocating expenses. The Trustees
concluded that PIM's profitability with respect to the management of the Fund
was not unreasonable.
Economies of Scale
The Trustees considered PIM's views relating to economies of scale in
connection with the Pioneer Funds as fund assets grow and the extent to which
any such economies of scale are shared with funds and fund shareholders. The
Trustees recognize that economies of scale are difficult to identify and
quantify, rarely identifiable on a Fund-by-Fund basis, and that, among other
factors that may be relevant, are the following: fee levels, expense
subsidization, investment by PIM in research and analytical capabilities and
PIM's commitment and
46 Pioneer International Value Fund | Annual Report | 11/30/11
resource allocation to the Funds. The Trustees noted that profitability also
may be an indicator of the availability of any economies of scale, although
profitability may vary for other reasons particularly, for example during the
recent difficult periods for financial markets, as the level of services was
maintained notwithstanding a significant decline in PIM's fee revenues from the
Funds. Accordingly, the Trustees concluded that economies of scale, if any,
were being appropriately shared with the Fund.
Other Benefits
The Trustees considered the other benefits to PIM from its relationship with
the Fund. The Trustees considered the character and amount of fees paid by the
Fund, other than under the investment advisory agreement, for services provided
by PIM and its affiliates. The Trustees further considered the revenues and
profitability of PIM's businesses other than the fund business. The Trustees
also considered the benefits to the Fund and to PIM and its affiliates from the
use of "soft" commission dollars generated by the Fund to pay for research and
brokerage services. The Trustees considered the intangible benefits to PIM by
virtue of its relationship with the Fund and the other Pioneer funds. The
Trustees concluded that the receipt of these benefits was reasonable in the
context of the overall relationship between PIM and the Fund.
Conclusion
After consideration of the factors described above as well as other factors,
the Trustees, including all of the Independent Trustees, concluded that the
investment advisory agreement between PIM and the Fund, including the fees
payable thereunder, was fair and reasonable and voted to approve the proposed
renewal of the investment advisory agreement for the Fund.
Pioneer International Value Fund | Annual Report | 11/30/11 47
Trustees, Officers and Service Providers
Investment Adviser
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Ernst & Young LLP
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 www.sec.gov.
Trustees and Officers
The Fund's Trustees and officers are listed on the following pages, together
with their principal occupations during at least the past five years. Trustees
who are interested persons of the Fund within the meaning of the 1940 Act are
referred to as Interested Trustees. Trustees who are not interested persons of
the Fund are referred to as Independent Trustees. Each of the Trustees, except
Mr. West, serves as a trustee of each of the 55 U.S. registered investment
portfolios for which Pioneer serves as investment adviser (the "Pioneer
Funds"). Mr. West serves as a trustee of 44 U.S. registered investment
portfolios for which Pioneer serves as investment adviser. The address for all
Trustees and all officers of the Fund is 60 State Street, Boston, Massachusetts
02109.
The Statement of Additional Information of the Fund includes additional
information about the Trustees and is available, without charge, upon request,
by calling 1-800-225-6292.
48 Pioneer International Value Fund | Annual Report | 11/30/11
Interested Trustees
--------------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
--------------------------------------------------------------------------------
John F. Cogan, Jr. (85)* Chairman of the Board, Trustee since 1992.
Trustee and President Serves until a successor
trustee is elected or
earlier retirement or
removal.
--------------------------------------------------------------------------------
Daniel K. Kingsbury (53)* Trustee and Executive Trustee since 2007.
Vice President Serves until a successor
trustee is elected or
earlier retirement or
removal.
--------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
---------------------------------------------------------------------------------------------------------------------
John F. Cogan, Jr. (85)* Non-Executive Chairman and a director of Pioneer Investment None
Management USA Inc. ("PIM-USA"); Chairman and a director of
Pioneer; Chairman and Director of Pioneer Institutional Asset
Management, Inc. (since 2006); Director of Pioneer Alternative
Investment Management Limited (Dublin) (until October 2011);
President and a director of Pioneer Alternative Investment
Management (Bermuda) Limited and affiliated funds; Deputy
Chairman and a director of Pioneer Global Asset Management S.p.A.
("PGAM") (until April 2010); Director of PIOGLOBAL Real Estate
Investment Fund (Russia) (until June 2006); Director of Nano-C,
Inc. (since 2003); Director of Cole Management Inc. (2004 -
2011); Director of Fiduciary Counseling, Inc.; President and
Director of Pioneer Funds Distributor, Inc. ("PFD") (until May
2006); President of all of the Pioneer Funds; and Of Counsel,
Wilmer Cutler Pickering Hale and Dorr LLP
---------------------------------------------------------------------------------------------------------------------
Daniel K. Kingsbury (53)* Director, CEO and President of PIM-USA (since February 2007); None
Director and President of Pioneer and Pioneer Institutional Asset
Management, Inc. (since February 2007); Executive Vice President
of all of the Pioneer Funds (since March 2007); Director of
PGAM (2007 - 2010); Head of New Europe Division, PGAM
(2000 - 2005); and Head of New Markets Division, PGAM
(2005 - 2007)
---------------------------------------------------------------------------------------------------------------------
* Mr. Cogan and Mr. Kingsbury are Interested Trustees because they are officers
or directors of the Fund's investment adviser and certain of its affiliates.
Pioneer International Value Fund | Annual Report | 11/30/11 49
Independent Trustees
----------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
----------------------------------------------------------------
David R. Bock (67) Trustee Trustee since 2005.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
----------------------------------------------------------------
Mary K. Bush (63) Trustee Trustee since 1997.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
----------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
------------------------------------------------------------------------------------------------------------------------------------
David R. Bock (67) Managing Partner, Federal City Capital Advisors (corporate Director of Enterprise
advisory services company) (1997 - 2004 and 2008 - present); Community Investment,
Interim Chief Executive Officer, Oxford Analytica, Inc. (privately Inc. (privately held affordable
held research and consulting company) (2010); Executive Vice housing finance company)
President and Chief Financial Officer, I-trax, Inc. (publicly traded (1985 - 2010); Director of
health care services company) (2004 - 2007); and Executive Oxford Analytica, Inc. (2008
Vice President and Chief Financial Officer, Pedestal Inc. (internet- - present); Director of The Swiss
based mortgage trading company) (2000 - 2002) Helvetia Fund, Inc. (closed-
end fund) (2010 - present);
and Director of New York
Mortgage Trust (publicly
traded mortgage REIT)
(2004 - 2009)
------------------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (63) Chairman, Bush International, LLC (international financial Director of Marriott International,
advisory firm) (1991 - present); Senior Managing Director, Inc. (2008 - present); Director of
Brock Capital Group, LLC (strategic business advisors) (2010 - Discover Financial Services (credit
present); Managing Director, Federal Housing Finance Board card issuer and electronic payment
(oversight of Federal Home Loan Bank system) (1989 - 1991); services) (2007 - present); Former
Vice President and Head of International Finance, Federal Director of Briggs & Stratton Co.
National Mortgage Association (1988 - 1989); U.S. Alternate (engine manufacturer) (2004 - 2009);
Executive Director, International Monetary Fund (1984 - 1988); Former Director of UAL Corporation
Executive Assistant to Deputy Secretary of the U.S. Treasury, (airline holding company) (2006 - 2010);
U.S. Treasury Department (1982 - 1984); and Vice President Director of ManTech International
and Team Leader in Corporate Banking, Bankers Trust Co. Corporation (national
(1976 - 1982)
------------------------------------------------------------------------------------------------------------------------------------
50 Pioneer International Value Fund | Annual Report | 11/30/11
--------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
--------------------------------------------------------------------------
Mary K. Bush (63) (continued)
--------------------------------------------------------------------------
Benjamin M. Friedman (67) Trustee Trustee since 2008.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
--------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
------------------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (63) (continued) security, defense, and intelligence
technology firm) (2006 - present);
Member, Board of Governors,
Investment Company Institute
(2007 - present); Member,
Board of Governors, Independent
Directors Council (2007 - present);
Former Director of Brady Corporation
(2000 - 2007); Former Director of
Mortgage Guaranty Insurance
Corporation (1991 - 2006); Former
Director of Millennium Chemicals,
Inc. (commodity chemicals) (2002 -
2005); Former Director, R.J. Reynolds
Tobacco Holdings, Inc. (tobacco)
(1999 - 2005); and Former Director of
Texaco, Inc. (1997 - 2001)
------------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman (67) William Joseph Maier Professor of Political Economy, Harvard Trustee, Mellon Institutional Funds
University (1972 - present) Investment Trust and Mellon
Institutional Funds Master Portfolio
(oversaw 17 portfolios in fund
complex) (1989 - 2008)
------------------------------------------------------------------------------------------------------------------------------------
Pioneer International Value Fund | Annual Report | 11/30/11 51
Independent Trustees (continued)
-----------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
-----------------------------------------------------------------------
Margaret B.W. Graham (64) Trustee Trustee since 1992.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
-----------------------------------------------------------------------
Thomas J. Perna (61) Trustee Trustee since 2006.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
-----------------------------------------------------------------------
Marguerite A. Piret (63) Trustee Trustee since 1992.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
-----------------------------------------------------------------------
Stephen K. West (83) Trustee Trustee since 1993.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
-----------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
----------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (64) Founding Director, Vice President and Corporate Secretary, The None
Winthrop Group, Inc. (consulting firm) (1982 - present);
Desautels Faculty of Management, McGill University (1999 -
present); and Manager of Research Operations and Organizational
Learning, Xerox PARC, Xerox's Advance Research Center
(1990 - 1994)
----------------------------------------------------------------------------------------------------------------------------------
Thomas J. Perna (61) Chairman and Chief Executive Officer, Quadriserv, Inc. Director, Broadridge Financial
(technology products for securities lending industry) Solutions, Inc. (investor
(2008 - present); private investor (2004 - 2008); and communications and securities
Senior Executive Vice President, The Bank of New York processing provider for financial
(financial and securities services) (1986 - 2004) services industry) (2009 - present);
and Director, Quadriserv, Inc.
(2005 - present)
----------------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (63) President and Chief Executive Officer, Newbury, Piret & Company, Director of New America High Income
Inc. (investment banking firm) (1981 - present) Fund, Inc. (closed-end investment
company) (2004 - present); and
member, Board of Governors,
Investment Company Institute
(2000 - 2006)
----------------------------------------------------------------------------------------------------------------------------------
Stephen K. West (83) Senior Counsel, Sullivan & Cromwell LLP (law firm) (1998 - Director, The Swiss Helvetia
present); and Partner, Sullivan & Cromwell LLP (prior to 1998) Fund, Inc. (closed-end investment
company); and Director, AMVESCAP,
PLC (investment manager) (1997 -
2005)
----------------------------------------------------------------------------------------------------------------------------------
52 Pioneer International Value Fund | Annual Report | 11/30/11
Fund Officers
-------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
-------------------------------------------------------------------------
Christopher J. Kelley (46) Secretary Since 2010. Serves at
the discretion of the
Board.
-------------------------------------------------------------------------
Carol B. Hannigan (50) Assistant Secretary Since 2010. Serves at
the discretion of the
Board.
-------------------------------------------------------------------------
Thomas Reyes (49) Assistant Secretary Since 2010. Serves at
the discretion of the
Board.
-------------------------------------------------------------------------
Mark E. Bradley (52) Treasurer Since 2008. Serves at
the discretion of the
Board.
-------------------------------------------------------------------------
Luis I. Presutti (46) Assistant Treasurer Since 2000. Serves at
the discretion of the
Board.
-------------------------------------------------------------------------
Gary Sullivan (53) Assistant Treasurer Since 2002. Serves at
the discretion of the
Board.
-------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Officer
--------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (46) Vice President and Associate General Counsel of Pioneer since None
January 2008 and Secretary of all of the Pioneer Funds since
June 2010; Assistant Secretary of all of the Pioneer Funds from
September 2003 to May 2010; and Vice President and Senior
Counsel of Pioneer from July 2002 to December 2007
--------------------------------------------------------------------------------------------------------------------------
Carol B. Hannigan (50) Fund Governance Director of Pioneer since December 2006 and None
Assistant Secretary of all the Pioneer Funds since June 2010;
Manager -- Fund Governance of Pioneer from December 2003 to
November 2006; and Senior Paralegal of Pioneer from January
2000 to November 2003
--------------------------------------------------------------------------------------------------------------------------
Thomas Reyes (49) Counsel of Pioneer since June 2007 and Assistant Secretary of None
all the Pioneer Funds since June 2010; and Vice President and
Counsel at State Street Bank from October 2004 to June 2007
--------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (52) Vice President -- Fund Accounting, Administration and Controllership None
Services of Pioneer; Treasurer of all of the Pioneer Funds
since March 2008; Deputy Treasurer of Pioneer from March 2004
to February 2008; and Assistant Treasurer of all of the Pioneer
Funds from March 2004 to February 2008
--------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (46) Assistant Vice President -- Fund Accounting, Administration and None
Controllership Services of Pioneer; and Assistant Treasurer of all
of the Pioneer Funds
--------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (53) Fund Accounting Manager -- Fund Accounting, Administration None
and Controllership Services of Pioneer; and Assistant Treasurer of
all of the Pioneer Funds
--------------------------------------------------------------------------------------------------------------------------
Pioneer International Value Fund | Annual Report | 11/30/11 53
Fund Officers (continued)
--------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
--------------------------------------------------------------------------
David F. Johnson (32) Assistant Treasurer Since 2009. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
Jean M. Bradley (59) Chief Compliance Officer Since 2010. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Officer
------------------------------------------------------------------------------------------------------------------
David F. Johnson (32) Fund Administration Manager -- Fund Accounting, Administration None
and Controllership Services since November 2008; Assistant
Treasurer of all of the Pioneer Funds since January 2009; and
Client Service Manager -- Institutional Investor Services at State
Street Bank from March 2003 to March 2007
------------------------------------------------------------------------------------------------------------------
Jean M. Bradley (59) Chief Compliance Officer of Pioneer and of all the Pioneer Funds None
since March 2010; Director of Adviser and Portfolio Compliance
at Pioneer since October 2005; and Senior Compliance Officer
for Columbia Management Advisers, Inc. from October 2003 to
October 2005
------------------------------------------------------------------------------------------------------------------
54 Pioneer International Value Fund | Annual Report | 11/30/11
This page for your notes.
Pioneer International Value Fund | Annual Report | 11/30/11 55
This page for your notes.
56 Pioneer International Value Fund | Annual Report | 11/30/11
This page for your notes.
Pioneer International Value Fund | Annual Report | 11/30/11 57
This page for your notes.
58 Pioneer International Value Fund | Annual Report | 11/30/11
This page for your notes.
Pioneer International Value Fund | Annual Report | 11/30/11 59
This page for your notes.
60 Pioneer International Value Fund | Annual Report | 11/30/11
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.
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 (see attachment);
(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.
Audit Fees
Fees for audit services provided to the Trust, including
fees associated with the annual filing of its Form N-1A,
totaled approximately $44,286 in 2011 and $44,286 in
2010.
(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.
Audit-Related Fees
There were no fees for audit-related services
provided to the Fund during the fiscal years ended
November 30, 2011 and 2010.
(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.
Tax Fees
Fees for tax compliance services, primarily for tax returns,
totaled approximately $8,290 and $8,290 in 2011 and
2010, respectively.
(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.
Other Fees
There were no fees for other services
provided to the Fund during the fiscal years ended
November 30, 2011 and 2010.
(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.
Non-Audit Services
Beginning with non-audit service contracts entered into on
or after May 6, 2003, the effective date of the new SEC
pre-approval rules, the Fund's audit committee is required
to pre-approve services to affiliates defined by SEC rules
to the extent that the services are determined to have a
direct impact on the operations or financial reporting of the
Fund. For the years ended November 30, 2011 and 2010,
there were no services provided to an affiliate that required
the Fund's audit committee pre-approval.
(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 aggregate non-audit fees for the Fund and affiliates, as
previously defined, totaled approximately $8,290 in 2011
and $8,290 in 2010.
(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 VIII
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date January 27, 2012
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 January 27, 2012
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer & Chief Accounting & Financial Officer
Date January 27, 2012
* Print the name and title of each signing officer under his or her signature.