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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 International Value Fund
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, 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, 2004 through November 30, 2005
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.
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PIONEER
-----------------------
INTERNATIONAL
VALUE
FUND
Annual
Report
11/30/05
[Logo] PIONEER
Investments(R)
Table of Contents
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Letter to Shareowners 1
Portfolio Summary 2
Prices and Distributions 3
Performance Update 4
Comparing Ongoing Fund Expenses 8
Portfolio Management Discussion 10
Schedule of Investments 14
Financial Statements 24
Notes to Financial Statements 31
Report of Independent Registered Public Accounting Firm 40
Factors Considered by the Independent Trustees in Approving
the Management Contract 41
Trustees, Officers and Service Providers 46
Pioneer International Value Fund
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LETTER TO SHAREOWNERS 11/30/05
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Dear Shareowner,
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The global economy through the third quarter was robust. International equity
markets posted substantial gains, with the MSCI All Country ex-U.S. index rising
11.8%. By comparison, the Standard & Poor's 500 Index managed only a 3.6% gain.
If the world economies continue their strong performance into the fourth
quarter, 2005 should mark the third consecutive year of positive equity market
returns. Generally speaking investor sentiment in international equity markets
has been boosted by solid economic data. The third quarter was also
characterised by a modest return environment for international fixed income in
general.
The strong performance of the European equity market was supported by strong
corporate profits, high dividend yields and attractive valuations. The improving
economic climate in Europe has been spurred by positive signs from a majority of
recent monthly indicators. The Japanese economy has started to show evidence of
a recovery in the corporate sector as the economy as a whole continues to
strengthen. The emerging equity markets have also enjoyed strong returns through
the third quarter of 2005, supported by solid global economic growth, on-going
strength in commodity prices and falling levels of domestic risk of many
countries.
Overall, it appears that 2005 may close with strong equity market returns and a
volatile period for government bonds. If it finishes as expected, interest
rates, the price of oil, robust corporate earnings and the on-going positive
global economic backdrop can be pointed to as key areas of investor focus during
the year.
Going forward, we believe the prospects for global economic growth remain solid.
But for some potential moderation in the pace of expansion in key economies,
such as the U.S., it seems the positive economic cycle will continue through the
fourth quarter.
Investing for income with Pioneer
Pioneer offers a diverse range of products with different risk/reward profiles
designed to help investors pursue a variety of goals. If income is important to
you, Pioneer's broad selection of bond funds and equity products that have a
meaningful income component and may improve your overall allocation. Our variety
of income funds are actively managed using a value-oriented, total return
investment philosophy that seeks enhanced return potential and lower volatility
through diversification. Your financial advisor can help you select among
Pioneer's fixed-income choices.
Respectfully,
/s/ Osbert M. Hood
Osbert M. Hood, President
Pioneer Investment Management, Inc.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
Please consider a fund's investment objective, risks, charges and expenses
carefully before investing. The prospectus contains this and other information
about each fund and should be read carefully before you invest or send money. To
obtain a prospectus and for other information on any Pioneer fund, contact your
financial advisor, call 1-800-225-6292 or visit our web site at
www.pioneerfunds.com.
1
Pioneer International Value Fund
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PORTFOLIO SUMMARY 11/30/05
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Sector Distribution
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(As a percentage of equity holdings)
[The following data was represented as a pie chart in the printed materials.]
Financials 27.9%
Industrials 15.1%
Consumer Discretionary 13.6%
Energy 10.4%
Health Care 7.9%
Materials 7.9%
Telecommunication Services 5.0%
Information Technology 4.9%
Consumer Staples 4.6%
Utilities 2.7%
Geographical Distribution
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(As a percentage of equity holdings)
[The following data was represented as a bar chart in the printed materials.]
Japan 27.0%
United Kingdom 14.5%
France 11.7%
Switzerland 11.0%
Germany 6.6%
South Korea 4.4%
Spain 3.3%
Netherlands 3.2%
Brazil 2.7%
Russia 1.9%
Sweden 1.8%
Austrailia 1.5%
Italy 1.4%
United States 1.4%
People's Republic of China 1.3%
Singapore 1.0%
Other (individually less than 1%) 5.3%
10 Largest Holdings
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(As a percentage of equity holdings)*
1. Total SA 2.65%
2. Roche Holdings AG 2.13
3. CS Group 1.99
4. Societe Generale 1.84
5. Repsol SA 1.81
6. Mitsubishi UFJ Financial Group, Inc. 1.58
7. Sumitomo Mitsui Financial Group, Inc. 1.58
8. Barclays Plc 1.57
9. Nestle SA (Registered Shares) 1.57
10. Toyota Motor Co. 1.55
* This list excludes temporary cash and derivative instruments. The portfolio
is actively managed, and current holdings may be different.
2
Pioneer International Value Fund
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PRICES AND DISTRIBUTIONS
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Net Asset Value Per Share
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Class 11/30/05 11/30/04
- ------- ---------- ----------
A $19.08 $16.76
B $17.49 $15.49
C $17.30 $15.32
R $19.07 $16.79
Distributions Per Share
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12/1/04 - 11/30/05
------------------
Short-Term Long-Term
Class Dividends Capital Gains Capital Gains
- ------- ----------- --------------- --------------
A $ - $ - $ -
B $ - $ - $ -
C $ - $ - $ -
R $ - $ - $ -
3
Pioneer International Value Fund
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PERFORMANCE UPDATE 11/30/05 CLASS A SHARES
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Investment Returns
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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) All Country
World Free Index (ACWF), excluding the U.S.
Average Annual Total Returns
(As of November 30, 2005)
Net Public
Asset Value Offering
Period (NAV) Price (POP)
10 Years 2.26% 1.66%
5 Years 1.44 0.25
1 Year 13.84 7.31
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer International MSCI ACWF ex
Value Fund U.S. Index
Nov-95 9425 10000
10501 11220
Nov-97 11476 11187
10403 12521
Nov-99 12979 15480
10972 13922
Nov-01 8215 11442
7326 10218
Nov-03 8474 12991
10352 16272
Nov-05 11785 18966
Call 1-800-225-6292 or visit www.pioneerfunds.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.
The Fund will charge a 2% redemption fee on proceeds from shares redeemed or
exchanged within 30 days of investing in the fund (either by purchasing or
exchanging). See the prospectus for complete details.
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.
The MSCI All Country World Free Index, excluding the United States, measures the
performance of developed and emerging market stock markets. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an index.
4
Pioneer International Value Fund
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PERFORMANCE UPDATE 11/30/05 CLASS B SHARES
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Investment Returns
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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) All Country World Free Index (ACWF),
excluding the U.S.
Average Annual Total Returns
(As of November 30, 2005)
If If
Period Held Redeemed
10 Years 1.26% 1.26%
5 Years 0.31 0.31
1 Year 12.91 8.91
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer International MSCI ACWF ex
Value Fund U.S. Index
Nov-95 10000 10000
11044 11220
Nov-97 11976 11187
10767 12521
Nov-99 13320 15480
11156 13922
Nov-01 8267 11442
7288 10218
Nov-03 8331 12991
10035 16272
Nov-05 11331 18966
Call 1-800-225-6292 or visit www.pioneerfunds.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
continues to be 4%. For more complete information, please see the prospectus for
details. 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
www.pioneerfunds.com/bshares.
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.
The Fund will charge a 2% redemption fee on proceeds from shares redeemed or
exchanged within 30 days of investing in the fund (either by purchasing or
exchanging). See the prospectus for complete details.
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.
The MSCI All Country World Free Index, excluding the United States, measures the
performance of developed and emerging market stock markets. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an index.
5
Pioneer International Value Fund
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PERFORMANCE UPDATE 11/30/05 CLASS C SHARES
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Investment Returns
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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) All Country
World Free Index (ACWF), excluding the U.S.
Average Annual Total Returns
(As of November 30, 2005)
If If
Period Held Redeemed
Life-of-Class
(1/31/96) 0.55% 0.55%
5 Years 0.26 0.26
1 Year 12.92 12.92
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer International MSCI ACWF ex
Value Fund U.S. Index
Jan-96 10000 10000
10275 10647
Nov-97 11143 10616
10049 11881
Nov-99 12467 14690
10423 13210
Nov-01 7695 10857
6780 9696
Nov-03 7756 12327
9349 15441
Nov-05 10557 17997
Call 1-800-225-6292 or visit www.pioneerfunds.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.
The Fund will charge a 2% redemption fee on proceeds from shares redeemed or
exchanged within 30 days of investing in the fund (either by purchasing or
exchanging). See the prospectus for complete details.
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.
The MSCI All Country World Free Index, excluding the United States, measures the
performance of developed and emerging market stock markets. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an index.
6
Pioneer International Value Fund
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PERFORMANCE UPDATE 11/30/05 CLASS R SHARES
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Investment Returns
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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) All Country World Free Index (ACWF),
excluding the U.S.
Average Annual Total Returns
(As of November 30, 2005)
If If
Period Held Redeemed
10 Years 1.88% 1.88%
5 Years 1.20 1.20
1 Year 13.58 13.58
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer International MSCI ACWF ex
Value Fund U.S. Index
Nov-95 10000 10000
11087 11220
Nov-97 12053 11187
10872 12521
Nov-99 13500 15480
11352 13922
Nov-01 8459 11442
7505 10218
Nov-03 8692 12991
10606 16272
Nov-05 12047 18966
Call 1-800-225-6292 or visit www.pioneerfunds.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.
The performance of Class R shares for the period prior to the commencement of
operations of Class R shares on 4/1/03 is based on the performance of Class A
shares, reduced to reflect the higher distribution and service fees of Class R
shares. For the period after April 1, 2003, the actual performance of Class R
shares is reflected, which performance may be influenced by the smaller asset
size of Class R shares compared to Class A shares. The performance of Class R
shares does not reflect the 1% CDSC that was in effect prior to July 1, 2004.
Class R shares are not subject to sales charges and are available for limited
groups of eligible investors, including institutional investors. All results are
historical and assume the reinvestment of dividends and capital gains. Other
share classes are available for which performance and expenses will differ.
The Fund will charge a 2% redemption fee on proceeds from shares redeemed or
exchanged within 30 days of investing in the fund (either by purchasing or
exchanging). See the prospectus for complete details.
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.
The MSCI All Country World Free Index, excluding the United States, measures the
performance of developed and emerging market stock markets. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an Index.
7
Pioneer International Value Fund
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COMPARING ONGOING FUND EXPENSES
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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 and
redemption fees.
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, 2005 through November 30, 2005
Share Class A B C R
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Beginning Account Value $1,000.00 $1,000.00 $1,000.00 $1,000.00
On 6/01/05
Ending Account Value $1,145.96 $1,140.85 $1,141.87 $1,144.04
(after expenses)
On 11/30/05
Expenses Paid During Period* $ 9.15 $ 13.78 $ 13.78 $ 10.16
* Expenses are equal to the Fund's annualized expense ratio of 1.70%, 2.57%,
2.57%, and 1.89% for Class A, Class B, Class C and Class R shares,
respectively, multiplied by the average account value over the period,
multiplied by 183/365 (to reflect the partial year period).
8
Pioneer International Value Fund
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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, 2005 through November 30, 2005
Share Class A B C R
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Beginning Account Value $1,000.00 $1,000.00 $1,000.00 $1,000.00
On 6/01/05
Ending Account Value $1,016.55 $1,012.20 $1,012.20 $1,015.59
(after expenses)
On 11/30/05
Expenses Paid During Period* $ 8.59 $ 12.95 $ 12.94 $ 9.55
* Expenses are equal to the Fund's annualized expense ratio of 1.70%, 2.57%,
2.57%, and 1.89% for Class A, Class B, Class C and Class R shares,
respectively, multiplied by the average account value over the period,
multiplied by 183/365 (to reflect the partial year period).
9
Pioneer International Value Fund
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PORTFOLIO MANAGEMENT DISCUSSION 11/30/05
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International markets rallied considerably in the second half of Pioneer
International Value Fund's fiscal year. The Fund's investments in emerging
markets and Japan were particularly rewarding, contributing strongly to its
double-digit returns for the 12-months ended November 30, 2005. In the
following interview, lead portfolio manager Christopher Smart discusses the
factors that influenced this performance.
Q: What contributed to the rally in international stocks during the reporting
period?
A: Investor fears about inflation, triggered by rising interest rates and high
oil prices in the first half of the Fund's fiscal year, subsided during the
second half of the reporting period. With the outlook brightening, momentum
shifted in favor of investments in emerging markets and Japan. European
stocks also performed well, but to a lesser degree than other markets.
Q: How did the Fund perform for the fiscal year ended November 30, 2005?
A: For the 12 months ended November 30, the Fund's Class A, B and C shares
increased 13.84%, 12.91% and 12.92%, respectively, at net asset value. Due
to the portfolio's exposure to emerging markets and its overweight position
in Japan, the returns surpassed the 12.38% average return of the 204 funds
in its Lipper peer group, International Large-Cap Core Funds, for the same
period.
However, the Fund lagged the 16.53% return of the Morgan Stanley Capital
International (MSCI) All Country World Free Index. We attribute the
underperformance to a handful of stocks in Europe and Japan. Perhaps the
biggest disappointment was Vodafone, a sizable holding in the portfolio,
which fell sharply in response to the company's announcement of
lower-than-expected profitability over the next several years due to
increased competition.
Call 1-800-225-6292 or visit www.pioneerfunds.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.
10
Pioneer International Value Fund
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- --------------------------------------------------------------------------------
Q: Emerging markets' stocks rose sharply during the Fund's fiscal year. What
contributed to these dramatic returns?
A: The rally in emerging markets' stocks during the 12-month period comes on
the heels of four years of outperformance relative to the developed
markets. In our view, there are three main contributors to this outcome.
First, economic growth in emerging markets has been much stronger than that
of the developed markets, with countries such as Russia, China and Turkey
expanding between 5% and 10% per year. This has been the result not just of
the rising value of commodities exports, but also of the increasing
domestic consumption by emerging middle classes around the world. Second,
valuations have been much lower than those of the developed market stocks,
and they remain so even after several years of outperformance. Third, the
risk of investing in the emerging markets is much lower than it was even as
recently as the late 1990s. Both corporations and countries have paid down
their debts and rebuilt their balance sheets, putting the asset class on a
much healthier footing to withstand external shocks.
Q: Could you mention some of the holdings that capture this growth potential
in emerging markets?
A: Certainly. With inflation low and interest rates beginning to decline in
Brazil, pent-up consumer spending is increasing the demand for credit. The
Fund's investment in Unibanco, the country's largest retail bank, was very
rewarding - producing a triple-digit return for the fiscal year. In South
Korea, the Fund's holdings that are positioned to benefit from the recovery
in the domestic economy also did well. In recent years, high levels of
consumer debt contributed to slower growth and reduced earnings for
companies in the financial and retail sectors. With this problem now
largely resolved, bank stocks - such as Fund holding Kookmin Bank - have
recovered nicely.
Q: Why did the Fund's investments in Japan contribute so favorably to
performance?
A: Effective stock selection and a resurging stock market contributed to
strong returns from Japanese stocks. After years of deflation, property
prices are beginning to rise in major cities around the country. This
improving picture is raising consumer confidence and giving companies an
incentive to build new factories and other infrastructure projects. In
addition, the recent reelection of Prime
11
Pioneer International Value Fund
- --------------------------------------------------------------------------------
PORTFOLIO MANAGEMENT DISCUSSION 11/30/05 (continued)
- --------------------------------------------------------------------------------
Minister Koizumi brought more of his reformist allies into the legislature,
which should help expedite his privatization efforts. Two of the Fund's
investments - the department store chain Takashimaya and commercial and
residential builder Shimizu - made strong gains.
Q: How did investments in the more mature markets of Europe fare?
A: Investment returns from stocks across Europe were less dramatic than those
outside the region, but still contributed positively to performance
overall. Economic growth across Europe is modest, but business confidence
is strong and valuations are attractive on a stock-by-stock basis. Stat Oil
(Norway) and Repsol (Spain) are profiting from higher oil prices, but also
represent good value relative to the rest of their competitors. In the
pharmaceutical sector, Roche Holdings (Switzerland), which produces the flu
vaccine Tamiflu, and Astrazeneca (United Kingdom) appreciated considerably.
Q: What holdings detracted from performance?
A: Royal Bank of Scotland Group, like many of the portfolio's U.K. bank
stocks, underperformed as a result of rising interest rates and slower loan
growth. Television broadcaster Mediaset suffered in response to Italy's
slowing economy and the shrinking demand for advertising. Finally, computer
integration consulting services provider OBIC Co. (Japan) struggled - as
did the software services sector in general.
Q: What is your outlook for international equities in 2006?
A: We remain positive in our outlook for international equity markets. We are
watching for inflationary signs that could cause interest rates to rise
quickly, but so far we see none. Rising oil prices are a concern, but we
think that the declining costs of exports and technology coming from Asia
and other developing countries have offset these pressures to a large
extent.
The euro zone's core rate of inflation remains benign, and the Japanese
economy continues to enjoy modest reflation. After such strong
year-over-year performance by the emerging markets, we continue to assess
the growth potential for this asset class. However, we think that the three
elements that have underpinned the recent performance remain in place:
economic growth trends remain strong, valuations look attractive, and lower
debt levels make the markets more resilient to external shocks.
12
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Given our expectations for a moderate pace of global growth in 2006, we
shall continue to focus on high-quality markets and stocks that offer
attractive valuations and good prospects for appreciation. We believe our
approach to investing in international markets, which combines top-down
country analysis with bottom-up company research, will be the key to
unlocking that growth potential at the right price.
Investing in foreign and/or emerging markets securities involves risks relating
to interest rates, currency exchange rates, economic, and political conditions.
The portfolio 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 and sectors.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
13
Pioneer International Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/05
- --------------------------------------------------------------------------------
Shares Value
PREFERRED STOCK - 0.6%
Utilities - 0.6%
Multi-Utilities - 0.6%
14,700 RWE AG* $ 871,468
------------
Total Utilities $ 871,468
------------
TOTAL PREFERRED STOCK $ 871,468
------------
(Cost $857,906)
COMMON STOCK - 97.2%
Energy - 10.1%
Integrated Oil & Gas - 9.2%
173,244 BP Amoco Plc $ 1,901,879
57,228 Eni S.p.A. 1,555,224
12,600 Gazprom (A.D.R.) 874,818
19,900 Lukoil Holding (A.D.R.) 1,134,897
22,683 Petrobras Brasileiro (A.D.R.) (c) 1,397,273
91,056 Repsol SA 2,681,285
19,900 Statoil ASA* 434,744
15,757 Total SA 3,938,039
------------
$ 13,918,159
------------
Oil & Gas Equipment & Services - 0.2%
5,800 Technip* $ 327,876
------------
Oil & Gas Exploration & Production - 0.7%
1,696,000 CNOOC, Ltd. $ 1,129,385
------------
Total Energy $ 15,375,420
------------
Materials - 7.7%
Construction Materials - 1.5%
50,495 CRH Plc $ 1,332,708
14,500 Holcim, Ltd. 937,219
------------
$ 2,269,927
------------
Diversified Chemical - 0.4%
8,314 BASF AG $ 612,925
------------
14 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Diversified Metals & Mining - 3.1%
94,585 Broken Hill Proprietary Co., Ltd. $ 1,522,571
39,621 Freeport-McMoRan Copper & Gold, Inc. (Class B) 2,064,650
28,261 Rio Tinto Plc 1,149,615
------------
$ 4,736,836
------------
Fertilizers & Agricultural Chemicals - 0.6%
8,400 Syngenta AG* $ 921,062
------------
Specialty Chemicals - 0.9%
25,400 Shin-Etsu Chemical Co., Ltd.* $ 1,311,096
------------
Steel - 1.2%
29,500 Companhia Vale do Rio Doce (A.D.R.)* $ 1,116,280
78,200 Hitachi Metals, Ltd.* 765,105
------------
$ 1,881,385
------------
Total Materials $ 11,733,231
------------
Capital Goods - 11.9%
Building Products - 2.1%
137,000 Asahi Glass Company, Ltd.* $ 1,572,955
14,270 Compagnie de Saint Gobain 823,808
18,800 Wienerberger AG* 719,041
------------
$ 3,115,804
------------
Construction & Farm Machinery & Heavy Trucks - 2.9%
77,685 Daewoo Heavy Industries & Machinery, Ltd. $ 1,795,832
23,077 Hyundai Heavy Industries 1,620,425
76,000 Komatsu, Ltd.* 1,050,224
------------
$ 4,466,481
------------
Heavy Electrical Equipment - 1.3%
290,000 Mitsubishi Electric Corp.* $ 1,936,442
------------
Industrial Conglomerates - 1.2%
24,289 Siemens $ 1,836,340
------------
Industrial Machinery - 2.1%
47,799 Atlas Copco AB $ 954,967
15,600 FANUC, Ltd.* 1,273,897
89,000 Nabtesco Corp.* 991,050
------------
$ 3,219,914
------------
The accompanying notes are an integral part of these financial statements. 15
Pioneer International Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/05 (continued)
- --------------------------------------------------------------------------------
Shares Value
Trading Companies & Distributors - 2.3%
157,032 Mitsui & Co., Ltd.* $ 1,927,404
129,000 Sumitomo Corp.* 1,521,956
------------
$ 3,449,360
------------
Total Capital Goods $ 18,024,341
------------
Transportation - 2.8%
Air Freight & Couriers - 0.8%
43,126 TNT NV $ 1,161,550
------------
Airport Services - 0.9%
130,948 BAA Plc $ 1,435,073
------------
Railroads - 1.1%
275 East Japan Railway Co.* $ 1,725,906
------------
Total Transportation $ 4,322,529
------------
Automobiles & Components - 4.3%
Auto Parts & Equipment - 0.7%
34,700 Denso Corp.* $ 1,064,620
------------
Automobile Manufacturers - 2.4%
16,000 Hyundai Motor Co., Ltd. $ 1,313,093
47,602 Toyota Motor Co. 2,302,938
------------
$ 3,616,031
------------
Tires & Rubber - 1.2%
18,594 Compagnie Generale des Etablissements Michelin $ 1,010,941
10,000 Continental AG 845,912
------------
$ 1,856,853
------------
Total Automobiles & Components $ 6,537,504
------------
Consumer Durables & Apparel - 4.0%
Apparel, Accessories & Luxury Goods - 0.4%
3,580 Adidas-Salomon AG $ 628,002
------------
Consumer Electronics - 1.9%
41,000 Sony Corp.* $ 1,519,297
48,611 Philips Electronics NV 1,351,575
------------
$ 2,870,872
------------
Footwear - 0.4%
2,100 Puma AG Rudolf Dassler Sport* $ 566,536
------------
16 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Homebuilding - 0.3%
25,000 Persimmon Plc* $ 474,914
------------
Leisure Products - 1.0%
47,966 Sega Sammy Holdings, Inc.*(c) $ 1,534,891
------------
Total Consumer Durables & Apparel $ 6,075,215
------------
Consumer Services - 0.4%
Casinos & Gaming - 0.4%
18,300 Opap SA* $ 575,588
------------
Total Consumer Services $ 575,588
------------
Media - 2.3%
Advertising - 0.6%
96,400 WPP Group Plc* $ 945,493
------------
Broadcasting & Cable Television - 1.2%
15,690 Grupo Televisa SA (A.D.R.) $ 1,245,786
56,217 Mediaset S.p.A. 592,066
------------
$ 1,837,852
------------
Movies & Entertainment - 0.5%
25,798 Vivendi Universal $ 744,268
------------
Total Media $ 3,527,613
------------
Retailing - 2.3%
Apparel Retail - 0.5%
250,500 Truworths International, Ltd.* $ 773,284
------------
Catalog Retail - 0.7%
63,667 GUS Plc $ 981,998
------------
Department Stores - 1.1%
109,300 Takashimaya Company, Ltd. $ 1,684,129
------------
Total Retailing $ 3,439,411
------------
Food & Drug Retailing - 2.3%
Food Retail - 0.8%
234,463 Tesco Plc $ 1,226,091
------------
The accompanying notes are an integral part of these financial statements. 17
Pioneer International Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/05 (continued)
- --------------------------------------------------------------------------------
Shares Value
Hypermarkets & Supercenters - 1.5%
65,600 Aeon Co., Ltd.* $ 1,445,515
1,900 Shinsegae Co., Ltd. 780,112
------------
$ 2,225,627
------------
Total Food & Drug Retailing $ 3,451,718
------------
Food, Beverage & Tobacco - 2.2%
Packaged Foods & Meats - 2.2%
7,904 Nestle SA (Registered Shares) $ 2,328,371
65,000 Toyo Suisan Kaisha, Ltd. 1,039,269
------------
$ 3,367,640
------------
Total Food, Beverage & Tobacco $ 3,367,640
------------
Health Care Equipment & Services - 0.2%
Health Care Equipment - 0.2%
1,600 Nobel Biocare Holding AG* $ 362,304
------------
Total Health Care Equipment & Services $ 362,304
------------
Pharmaceuticals & Biotechnology - 7.5%
Biotechnology - 0.5%
7,300 Actelion, Ltd.* $ 709,195
------------
Pharmaceuticals - 7.0%
34,559 Astellas Pharma, Inc. $ 1,330,825
41,588 Astrazeneca Plc 1,910,985
44,791 GlaxoSmithKline Plc 1,108,471
20,736 Novartis 1,081,848
21,134 Roche Holdings AG 3,162,563
8,400 Schering AG 542,824
32,682 Shire Pharmaceuticals Group Plc (A.D.R.) 1,194,200
7,800 UCB SA* 383,069
------------
$ 10,714,785
------------
Total Pharmaceuticals & Biotechnology $ 11,423,980
------------
Banks - 15.4%
Diversified Banks - 15.4%
87,128 Banco Bilbao Vizcaya Argentaria SA $ 1,535,616
12,700 Banco Itau SA 322,072
230,049 Barclays Plc 2,334,203
18 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Diversified Banks - continued
28,845 BNP Paribas SA $ 2,270,291
24,400 Commonwealth Bank of Australia* 752,423
28,140 Credit Agricole SA 847,367
154,192 Development Bank of Singapore, Ltd. 1,488,851
57,000 HSBC Holding Plc 909,552
15,673 Kookmin Bank (A.D.R.) (c) 1,034,261
185 Mitsubishi UFJ Financial Group, Inc.* 2,342,926
72,847 Royal Bank of Scotland Group Plc 2,069,006
23,048 Societe Generale 2,731,971
250 Sumitomo Mitsui Financial Group, Inc.* 2,342,447
149,530 Turkiye Is Bankasi (Isbank) 1,285,528
18,500 Uniao de Bancos Brasileiros SA (Unibanco)
(G.D.R.) (144A) (c) 1,144,040
------------
$ 23,410,554
------------
Total Banks $ 23,410,554
------------
Diversified Financials - 6.6%
Asset Management & Custody Banks - 0.4%
7,900 Julius Baer Holding* $ 553,035
------------
Diversified Capital Markets - 4.1%
61,021 CS Group $ 2,958,240
18,095 Deutsche Bank AG 1,766,694
17,175 UBS AG 1,575,912
------------
$ 6,300,846
------------
Investment Banking & Brokerage - 0.6%
89,000 Daiwa Securities Group, Inc.* $ 862,738
------------
Diversified Financial Services - 1.5%
68,670 ING Groep NV $ 2,218,782
------------
Total Diversified Financials $ 9,935,401
------------
Insurance - 4.2%
Life & Health Insurance - 0.5%
27,355 China Life Insurance Co. (A.D.R.)*(c) $ 863,324
------------
The accompanying notes are an integral part of these financial statements. 19
Pioneer International Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/05 (continued)
- --------------------------------------------------------------------------------
Shares Value
Multi-Line Insurance - 3.0%
87,200 Aviva Plc* $ 1,029,771
60,065 AXA SA 1,801,304
8,445 Zurich Financial Services* 1,713,351
------------
$ 4,544,426
------------
Property & Casualty Insurance - 0.7%
89,505 Mitsui Sumitomo Insurance Co.* $ 1,017,043
------------
Total Insurance $ 6,424,793
------------
Real Estate - 1.1%
Real Estate Management & Development - 1.1%
100,301 Mitsui Fudosan Co. $ 1,610,782
------------
Total Real Estate $ 1,610,782
------------
Software & Services - 1.6%
IT Consulting & Other Services - 1.6%
10,903 Atos Origin* $ 731,251
16,000 Nomura Research Institute, Ltd.* 1,634,191
------------
$ 2,365,442
------------
Total Software & Services $ 2,365,442
------------
Technology Hardware & Equipment - 3.3%
Communications Equipment - 1.2%
531,700 Ericsson LM $ 1,730,703
------------
Computer Hardware - 1.0%
290,000 Toshiba Corp.* $ 1,517,448
------------
Office Electronics - 1.1%
30,000 Canon, Inc.* $ 1,686,896
------------
Total Technology Hardware & Equipment $ 4,935,047
------------
Telecommunication Services - 4.9%
Integrated Telecommunication Services - 2.5%
83,335 France Telecom SA $ 2,084,802
41,113 Telefonica SA 606,907
28,200 Telekom Austria AG 638,592
61,000 Telekomunikacja Polska SA 437,877
------------
$ 3,768,178
------------
20 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Wireless Telecommunication Services - 2.4%
21,806 Mobile Telesystems (A.D.R.) $ 773,459
700 NTT Mobile Communications, Inc.* 1,096,565
843,926 Vodafone Group Plc 1,811,840
------------
$ 3,681,864
------------
Total Telecommunication Services $ 7,450,042
------------
Utilities - 2.1%
Electric Utilities - 1.3%
20,149 E.On AG $ 1,915,397
------------
Multi-Utilities - 0.8%
118,063 National Grid Plc* $ 1,089,078
2,300 RWE AG* 158,268
------------
$ 1,247,346
------------
Total Utilities $ 3,162,743
------------
TOTAL COMMON STOCK $147,511,298
------------
(Cost $122,879,672)
Principal
Amount
TEMPORARY CASH INVESTMENTS - 8.5%
Repurchase Agreement - 4.7%
$7,100,000 UBS Warburg, Inc., 3.8%, dated 11/30/05, repur-
chase price of $7,100,000 plus accrued inter-
est on 12/1/05 collateralized by $8,984,000
U.S. Treasury Bill, 12/8/05 $ 7,100,000
------------
Shares
Time Deposits - 3.8%
1,583,065 Bank of Montreal, 4.00% $ 1,583,065
143,123 Dresdner Bank AG, 4.00% 143,123
2,059,750 Dresdner Bank AG, 4.04% 2,059,750
2,034,621 Rabobank Nederland N.V., 4.02% 2,034,621
------------
$ 5,820,559
------------
The accompanying notes are an integral part of these financial statements. 21
Pioneer International Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/05 (continued)
- --------------------------------------------------------------------------------
Shares
TOTAL TEMPORARY CASH INVESTMENTS $ 12,920,559
------------
(Cost $12,920,559)
TOTAL INVESTMENT IN SECURITIES - 106.3% $161,303,325
------------
(Cost $136,658,137) (a) (b)
OTHER ASSETS AND LIABILITIES - (6.3)% $ (9,547,994)
------------
TOTAL NET ASSETS - 100.0% $151,755,331
============
(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, 2005, the value of these securities amounted to $1,144,040
or 0.8% oftotal net assets.
(a) Distributions of investments by country of issue (excluding temporary cash
investments), as a percentage of total investment in equity securities, is
as follows:
Japan 27.0%
United Kingdom 14.5
France 11.7
Switzerland 11.0
Germany 6.6
South Korea 4.4
Spain 3.3
Netherlands 3.2
Brazil 2.7
Russia 1.9
Sweden 1.8
Australia 1.5
Italy 1.4
United States 1.4
People's Republic of China 1.3
Singapore 1.0
Other (individually less than 1%) 5.3
----
100.0%
=====
(b) At November 30, 2005, the net unrealized gain on investments based on cost
for federal income tax purposes of $136,797,657 was as follows:
Aggregate gross unrealized gain for all investments in which there is
an excess of value over tax cost $25,758,430
Aggregate gross unrealized loss for all investments in which there is
an excess of tax cost over value (1,252,762)
-----------
Net unrealized gain $24,505,668
===========
22 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(c) At November 30, 2005, the following securities were out on loan:
Shares Description Market Value
26,695 China Life Insurance Co. (A.D.R.)* $ 842,494
14,889 Kookmin Bank (A.D.R.) 982,525
21,549 Petrobras Brasileiro (A.D.R.) 1,327,418
22,700 Sega Sammy Holdings, Inc.* 726,400
14,000 Trans Cosmos, Inc.+ 711,379
16,160 Uniao de Bancos Brasileiros SA (Unibanco) (G.D.R.)
(144A) 999,334
----------
Total $5,589,550
==========
+ Pending sale as of November 30, 2005.
Purchases and sales of securities (excluding temporary cash investments) for the
year ended November 30, 2005 aggregated $160,232,414 and $173,952,105,
respectively.
The accompanying notes are an integral part of these financial statements. 23
Pioneer International Value Fund
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES 11/30/05
- --------------------------------------------------------------------------------
ASSETS:
Investment in securities (including securities loaned of
$5,589,550) (cost $136,658,137) $161,303,325
Cash 498,481
Foreign currencies, at value (cost $2,810) 2,784
Receivables -
Investment securities sold 2,781,174
Fund shares sold 61,441
Dividends, interest and foreign taxes withheld 272,908
Due from Pioneer Investment Management, Inc. 19,730
Other 219
-------------
Total assets $164,940,062
-------------
LIABILITIES:
Payables -
Investment securities purchased $ 7,052,080
Fund shares repurchased 114,187
Upon return of securities loaned 5,820,559
Forward foreign currency settlement contracts, net 10,181
Due to affiliates 87,935
Accrued expenses 99,789
-------------
Total liabilities $ 13,184,731
-------------
NET ASSETS:
Paid-in capital $198,551,300
Undistributed net investment income 432,609
Accumulated net realized loss on investments and foreign
currency transactions (71,849,294)
Net unrealized gain on investments 24,645,188
Net unrealized loss on forward foreign currency contracts
and other assets and liabilities denominated in foreign
currencies (24,472)
-------------
Total net assets $151,755,331
=============
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (based on $128,424,432/6,729,608 shares) $ 19.08
=============
Class B (based on $14,205,050/812,146 shares) $ 17.49
=============
Class C (based on $8,826,390/510,184 shares) $ 17.30
=============
Class R (based on $299,459/15,707 shares) $ 19.07
=============
MAXIMUM OFFERING PRICE:
Class A ($19.08 [divided by] 94.25% ) $ 20.24
=============
24 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- -----------------------------------------------------------------------------
STATEMENT OF OPERATIONS
- -----------------------------------------------------------------------------
For the Year Ended 11/30/05
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $422,920) $ 3,169,498
Interest 56,389
Income from securities loaned, net 160,913
-----------
Total investment income $ 3,386,800
-----------
EXPENSES:
Management fees $ 1,396,981
Transfer agent fees and expenses
Class A 565,574
Class B 101,210
Class C 42,774
Class R 2,323
Distribution fees
Class A 301,177
Class B 130,998
Class C 71,555
Class R 1,186
Administrative reimbursements 29,938
Custodian fees 54,988
Registration fees 72,706
Professional fees 78,820
Printing expense 76,877
Fees and expenses of nonaffiliated trustees 8,800
Miscellaneous 25,545
-----------
Total expenses $ 2,961,452
Less management fees waived and expenses
reimbursed by Pioneer Investment Management, Inc. (293,344)
Less fees paid indirectly (8,999)
-----------
Net expenses $ 2,659,109
-----------
Net investment income $ 727,691
-----------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) on:
Investments (net of foreign capital gains taxes of $13,969) $23,367,076
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies (270,046) $23,097,030
----------- -----------
Change in net unrealized loss on:
Investments $(5,513,027)
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies (27,788) $(5,540,815)
----------- -----------
Net gain on investments and foreign currency transactions $17,556,215
-----------
Net increase in net assets resulting from operations $18,283,906
===========
The accompanying notes are an integral part of these financial statements. 25
Pioneer International Value Fund
- --------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
For the Years Ended 11/30/05 and 11/30/04, respectively
Year Ended Year Ended
11/30/05 11/30/04
FROM OPERATIONS:
Net investment income $ 727,691 $ 128,226
Net realized gain on investments and foreign currency
transactions 23,097,030 15,425,292
Change in net unrealized gain (loss) on investments
and foreign currency transactions (5,540,815) 11,072,585
------------- -------------
Net increase in net assets resulting from
operations $ 18,283,906 $ 26,626,103
------------- -------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 24,496,335 $ 24,822,319
Cost of shares repurchased (38,062,312) (30,340,074)
Redemption fees 11,132 -
------------- -------------
Net decrease in net assets resulting from
Fund share transactions $ (13,554,845) $ (5,517,755)
------------- -------------
Net increase in net assets $ 4,729,061 $ 21,108,348
NET ASSETS:
Beginning of year 147,026,270 125,917,922
------------- -------------
End of year (including accumulated undistributed net
investment income (loss) of $432,609 and
$(11,067), respectively) $ 151,755,331 $ 147,026,270
============= =============
CLASS A '05 Shares '05 Amount '04 Shares '04 Amount
Shares sold 859,489 $ 15,264,275 1,076,022 $16,341,306
Less shares repurchased (1,642,154) (28,745,622) (1,382,172) (20,743,376)
---------- ------------ ---------- -----------
Net decrease (782,665) $(13,481,347) (306,150) $(4,402,070)
========== ============ ========== ===========
CLASS B
Shares sold 299,495 $ 4,977,828 259,495 $ 3,724,112
Less shares repurchased (394,399) (6,268,298) (451,958) (6,381,923)
---------- ------------ ---------- -----------
Net decrease (94,904) $ (1,290,470) (192,463) $(2,657,811)
========== ============ ========== ===========
CLASS C
Shares sold 252,198 $ 4,156,260 335,484 $ 4,670,796
Less shares repurchased (190,600) (2,995,995) (233,354) (3,201,303)
---------- ------------ ---------- -----------
Net increase 61,598 $ 1,160,265 102,130 $ 1,469,493
========== ============ ========== ===========
CLASS R
Shares sold 5,473 $ 97,972 5,705 $ 86,105
Less shares repurchased (3,023) (52,397) (907) (13,472)
---------- ------------ ---------- -----------
Net increase 2,450 $ 45,575 4,798 $ 72,633
========== ============ ========== ===========
26 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended
CLASS A 11/30/05 11/30/04
Net asset value, beginning of period $ 16.76 $ 13.72
------- --------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.12 $ 0.04
Net realized and unrealized gain (loss) on investments and
foreign currency transactions 2.20 3.00
------- --------
Net increase (decrease) from investment operations $ 2.32 $ 3.04
Distributions to shareowners:
Net investment income - -
------- --------
Redemption fee $ -(a) $ -
------- --------
Net increase (decrease) in net asset value $ 2.32 $ 3.04
------- --------
Net asset value, end of period $ 19.08 $ 16.76
======= ========
Total return* 13.84% 22.16%
Ratio of net expenses to average net assets+ 1.70% 1.82%
Ratio of net investment income (loss) to average net assets+ 0.61% 0.28%
Portfolio turnover rate 111% 122%
Net assets, end of period (in thousands) $128,426 $125,880
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 1.88% 1.99%
Net investment income (loss) 0.43% 0.11%
Ratios with waiver of management fees and assumption of
expenses by PIM and reduction for fees paid indirectly:
Net expenses 1.70% 1.82%
Net investment income (loss) 0.61% 0.28%
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended
CLASS A 11/30/03 11/30/02 11/30/01
Net asset value, beginning of period $ 11.86 $ 13.30 $ 17.87
-------- -------- --------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.01 $ (0.01) $ (0.06)
Net realized and unrealized gain (loss) on investments and
foreign currency transactions 1.85 (1.43) (4.40)
-------- -------- --------
Net increase (decrease) from investment operations $ 1.86 $ (1.44) $ (4.46)
Distributions to shareowners:
Net investment income - - (0.11)
-------- -------- --------
Redemption fee $ - $ - $ -
-------- -------- --------
Net increase (decrease) in net asset value $ 1.86 $ (1.44) $ (4.57)
-------- -------- --------
Net asset value, end of period $ 13.72 $ 11.86 $ 13.30
======== ======== ========
Total return* 15.68% (10.83)% (25.12)%
Ratio of net expenses to average net assets+ 2.36% 2.18% 2.00%
Ratio of net investment income (loss) to average net assets+ 0.08% (0.15)% (0.42)%
Portfolio turnover rate 101% 34% 31%
Net assets, end of period (in thousands) $107,260 $100,287 $123,854
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 2.35% 2.17% 1.99%
Net investment income (loss) 0.09% (0.14)% (0.41)%
Ratios with waiver of management fees and assumption of
expenses by PIM and reduction for fees paid indirectly:
Net expenses 2.36% 2.18% 2.00%
Net investment income (loss) 0.08% (0.15)% (0.42)%
* 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 one cent per share.
The accompanying notes are an integral part of these financial statements. 27
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
CLASS B 11/30/05 11/30/04 11/30/03 11/30/02 11/30/01
Net asset value, beginning of period $ 15.49 $ 12.86 $ 11.25 $ 12.76 $ 17.22
------- ------- ------- -------- --------
Increase (decrease) from investment operations:
Net investment loss $ (0.04) $ (0.15) $ (0.15) $ (0.62) $ (0.28)
Net realized and unrealized gain (loss) on investments and
foreign currency transactions 2.04 2.78 1.76 (0.89) (4.18)
------- ------- ------- -------- --------
Net increase (decrease) from investment operations $ 2.00 $ 2.63 $ 1.61 $ (1.51) $ (4.46)
Redemption fee $ -(a) $ - $ - $ - $ -
------- ------- ------- -------- --------
Net increase (decrease) in net asset value $ 2.00 $ 2.63 $ 1.61 $ (1.51) $ (4.46)
------- ------- ------- -------- --------
Net asset value, end of period $ 17.49 $ 15.49 $ 12.86 $ 11.25 $ 12.76
======= ======= ======= ======== ========
Total return* 12.91% 20.45% 14.31% (11.83)% (25.90)%
Ratio of net expenses to average net assets+ 2.57% 3.15% 3.55% 3.13% 2.98%
Ratio of net investment loss to average net assets+ (0.25)% (1.04)% (1.12)% (1.08)% (1.41)%
Portfolio turnover rate 111% 122% 101% 34% 31%
Net assets, end of period (in thousands) $14,205 $14,051 $14,138 $ 16,861 $ 24,841
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 2.96% 3.14% 3.54% 3.12% 2.97%
Net investment loss (0.64)% (1.03)% (1.11)% (1.07)% (1.40)%
Ratios with waiver of management fees and assumption of
expenses by PIM and reduction for fees paid indirectly:
Net expenses 2.56% 3.15% 3.55% 3.13% 2.98%
Net investment loss (0.24)% (1.04)% (1.12)% (1.08)% (1.41)%
* 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 one cent per share.
28 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
CLASS C 11/30/05 11/30/04 11/30/03 11/30/02 11/30/01
Net asset value, beginning of period $ 15.32 $ 12.71 $ 11.11 $ 12.61 $ 17.08
------- ------- ------- -------- --------
Increase (decrease) from investment operations:
Net investment loss $ (0.04) $ (0.12) $ (0.11) $ (0.53) $ (0.22)
Net realized and unrealized gain (loss) on investments and
foreign currency transactions 2.02 2.73 1.71 (0.97) (4.25)
------- ------- ------- -------- --------
Net increase (decrease) from investment operations $ 1.98 $ 2.61 $ 1.60 $ (1.50) $ (4.47)
Redemption fee $ -(a) $ - $ - $ - $ -
------- ------- ------- -------- --------
Net increase (decrease) in net asset value $ 1.98 $ 2.61 $ 1.60 $ (1.50) $ (4.47)
------- ------- ------- -------- --------
Net asset value, end of period $ 17.30 $ 15.32 $ 12.71 $ 11.11 $ 12.61
======= ======= ======= =======- ========
Total return* 12.92% 20.54% 14.40% (11.90)% (26.17)%
Ratio of net expenses to average net assets+ 2.57% 3.12% 3.41% 3.32% 3.33%
Ratio of net investment loss to average net assets+ (0.26)% (1.00)% (0.96)% (1.21)% (1.78)%
Portfolio turnover rate 111% 122% 101% 34% 31%
Net assets, end of period (in thousands) $ 8,826 $ 6,872 $ 4,403 $ 3,859 $ 4,062
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 2.79% 3.12% 3.40% 3.31% 3.25%
Net investment loss (0.48)% (1.00)% (0.96)% (1.20)% (1.70)%
Ratios with waiver of management fees and assumption of
expenses by PIM and reduction for fees paid indirectly:
Net expenses 2.57% 3.12% 3.41% 3.32% 3.33%
Net investment loss (0.26)% (1.00)% (0.96)% (1.21)% (1.78)%
* 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.
(a) Amount rounds to less than one cent per share.
The accompanying notes are an integral part of these financial statements. 29
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
4/1/03 (a)
Year Ended Year Ended to
11/30/05 11/30/04 11/30/03
CLASS R
Net asset value, beginning of period $ 16.79 $ 13.76 $ 10.54
------- -------- -------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.06 $ 0.02 $ 0.02
Net realized and unrealized gain on
investments and foreign currency
transactions 2.22 3.01 3.20
------- -------- -------
Net increase from investment operations $ 2.28 $ 3.03 $ 3.22
------- -------- -------
Net increase in net asset value $ 2.28 $ 3.03 $ 3.22
------- -------- -------
Net asset value, end of period $ 19.07 $ 16.79 $ 13.76
======= ======== =======
Total return* 13.58% 22.02% 30.55%
Ratio of net expenses to average net assets+ 1.89% 1.93% 2.23%**
Ratio of net investment income (loss) to average
net assets+ 0.40% 0.17% 3.87%**
Portfolio turnover rate 111% 122% 101%
Net assets, end of period (in thousands) $ 299 $ 223 $ 116
Ratios with no waiver of management fees and
assumption of expenses by PIM and no
reduction for fees paid indirectly:
Net expenses 2.67% 1.93% 2.23%**
Net investment income (loss) (0.38)% 0.17% 3.87%**
Ratios with reduction for fees paid indirectly:
Net expenses 1.89% 1.93% 2.23%**
Net investment income (loss) 0.40% 0.17% 3.87%**
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized
+ Ratios with no reduction for fees paid indirectly.
(a) Class R shares were first publicly offered on April 1, 2003.
30 The accompanying notes are an integral part of these financial statements.
Pioneer International Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/05
- --------------------------------------------------------------------------------
1. Organization and Significant Accounting Policies
Pioneer International Value Fund (the Fund) is a Massachusetts business trust
registered under the Investment Company Act of 1940 as a diversified, open-end
management investment company. The investment objective of the Fund is to seek
long-term growth of capital.
The Fund offers four classes of shares - Class A, Class B, Class C and Class R
shares. Class R shares were first publicly offered on April 1, 2003. Shares of
Class A, Class B, Class C and Class R each represent an interest in the same
portfolio of investments of the Fund and have equal rights to voting,
redemptions, dividends and liquidation, except that each class of shares can
bear different transfer agent and distribution fees, and has exclusive voting
rights with respect to the distribution plans that have been adopted by Class
A, Class B, Class C and Class R shareowners, respectively.
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 year. Actual results could differ from those estimates.
Information regarding the Fund's principal investment risks is contained in the
Fund's prospectus(es). Please refer to those documents when considering the
Fund's risks. Investing in foreign and/or emerging markets securities involves
risks relating to interest rates, currency exchange rates, economic, and
political conditions. The portfolio 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 and sectors.
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:
31
Pioneer International Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/05 (continued)
- --------------------------------------------------------------------------------
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 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 generally reported, are valued using the mean between the last bid
and asked prices. Securities for which market quotations are not readily
available are valued at their fair values as determined by, or under the
direction of, the Board of Trustees. 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 the use
of daily fair valuations as provided by a pricing service is appropriate
for the Fund. The Fund may also take into consideration other significant
events in determining the fair value of these securities. Thus, the Fund's
securities valuations may differ from prices reported by the various local
exchanges and markets. Cash equivalent securities with a remaining maturity
of 60 days or less are valued at amortized cost.
Dividend income is recorded on the ex-dividend date, except that certain
dividends from foreign securities where the ex-dividend date may have
passed are recorded as soon as the Fund becomes aware of the ex-dividend
data in the exercise of reasonable diligence. Dividend and interest income,
including interest on income bearing cash accounts, is recorded on the
accrual basis, 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
and are reported net of foreign taxes on capital gains at the applicable
country rates.
32
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
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 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 enters into forward foreign currency contracts (contracts) for the
purchase or sale of a specific foreign currency at a fixed price on a
future date as a hedge or cross-hedge against either specific investment
transactions (settlement hedges) or portfolio positions (portfolio hedges).
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
shareowners. Therefore, no federal income tax provision is required.
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 the repatriation of foreign currencies in certain
33
Pioneer International Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/05 (continued)
- --------------------------------------------------------------------------------
countries. During the year ended November 30, 2005, the Fund paid $13,969
in such taxes.
In determining the daily net asset value, the Fund estimates the reserve
for such taxes, if any, associated with investments in certain countries.
The estimated reserve for capital gains is based on the net unrealized
appreciation on certain portfolio securities, the holding period of such
securities and the related tax rates, tax loss carryforward (if applicable)
and other such factors. As of November 30, 2005, the Fund had no reserve
related to capital gains. The estimated reserve for repatriation of foreign
currencies is based on principal balances and/or unrealized appreciation of
applicable securities, the holding period of such investments and the
related tax rates and other such factors. As of November 30, 2005, the Fund
had no reserve related to taxes on the repatriation of foreign currencies.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal
income tax rules. Therefore, the source of the Fund's distributions may be
shown in the accompanying financial statements as either from or in excess
of net investment income or net realized gain on investment transactions,
or from paid-in capital, depending on the type of book/tax differences that
may exist.
At November 30, 2005, the Fund had a net capital loss carryforward of
$71,709,775, of which $36,962,992 will expire in 2009, $21,765,862 will
expire in 2010 and $12,980,921 will expire in 2011 if not utilized.
There were no distributions paid by the Fund during the year ended November
30, 2005 and 2004, respectively.
The following shows the components of accumulated losses on a federal
income tax basis at November 30, 2005.
- --------------------------------------------------------------------------------
2005
- --------------------------------------------------------------------------------
Undistributed ordinary income $ 422,428
Capital loss carryforward (71,709,775)
Unrealized appreciation 24,491,378
------------
Total $(46,795,969)
============
- --------------------------------------------------------------------------------
34
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
The difference between book basis and tax-basis unrealized appreciation is
attributable to the tax deferral of losses on wash sales and the mark to
market of forward currency contracts.
At November 30, 2005, the Fund reclassified $284,015 to decrease
undistributed net investment income and $284,015 to decrease accumulated
net realized loss on investments and foreign currency transactions, to
reflect permanent book/tax differences. The reclassification has no impact
on the net assets of the Fund and is designed to present the Fund's capital
accounts on a tax basis.
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 UniCredito Italiano S.p.A.
(UniCredito Italiano), earned $24,417 in underwriting commissions on the
sale of Class A shares during the year ended November 30, 2005.
F. Class Allocations
Distribution fees are calculated based on the average daily net assets
attributable to Class A, Class B, Class C and Class R shares of the Fund,
respectively (see Note 4). Shareowners of each class share all expenses and
fees paid to the transfer agent, Pioneer Investment Management Shareholder
Services, Inc. (PIMSS), for its services, which are allocated based on the
number of accounts in each class and the ratable allocation of related
out-of-pocket expenses (see Note 3). 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 the respective percentage
of adjusted net assets at the beginning of the day.
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, at the same time, and in the same amount,
except that Class A, Class B, Class C and Class R shares can bear different
transfer agent and distribution fees.
35
Pioneer International Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/05 (continued)
- --------------------------------------------------------------------------------
G. Security Lending
The Fund lends securities in its portfolio to certain broker-dealers or
other institutional investors, with the Fund's custodian acting as the
lending agent. When entering into a loan, the Fund receives collateral,
which is maintained by the custodian and earns income in the form of
negotiated lenders' fees. The Fund also continues to receive interest or
payments in lieu of dividends on the securities loaned. Gain or loss on the
fair value of the loaned securities that may occur during the term of the
loan will be for the account of the Fund. The loans are secured by
collateral of at least 102%, at all times, of the fair value of the
securities loaned. The fair value of collateral will be adjusted daily to
reflect any price fluctuation in the value of the loaned securities. The
Fund has the right under the lending agreement to recover the securities on
loan from the borrower on demand. The Fund invests cash collateral in Time
Deposits, which is sponsored by Brown Brothers Harriman & Co., the Fund's
custodian.
H. Repurchase Agreements
With respect to repurchase agreements entered into by the Fund, the value
of the underlying securities (collateral), including accrued interest
received from counterparties, is required to be at least equal to or in
excess of the value of the repurchase agreement at the time of purchase.
The collateral for all repurchase agreements is held in safekeeping in the
customer-only account of the Fund's custodian, or subcustodians. 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.
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredito Italiano, manages the
Fund's portfolio. Management fees are calculated daily at the annual rate of
0.95% of the Fund's average daily net assets up to $300 million; 0.85% of the
next $200 million; and 0.75% of excess over $500 million. Effective January 1,
2006 the Fund's management fee is 0.85% of the Fund's average net assets up to
$500 million and 0.75% of the excess over $500 million.
36
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Prior to January 1, 2005, the Fund's management fee was 1.00% of the Fund's
average daily net assets up to $300 million, 0.85% of the next $200 million and
0.75% of excess over $500 million.
Effective February 1, 2005, PIM has agreed not to impose all or a portion of
its management fee and to assume other operating expenses of the Fund to the
extent necessary to limit the Fund's expenses to 1.70%, 2.60%, 2.60%, and
1.95%, of the average daily net assets attributable to Class A, Class B, Class
C and Class R shares, respectively. These expense limitations are in effect
through April 1, 2008 for Class A and through April 1, 2006 for Class B, Class
C and Class R shares.
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. At November 30, 2005, $4,274 was payable to PIM
related to management fees, administrative fees and certain other expenses, and
is included in due to affiliates.
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredito Italiano, provides
substantially all transfer agent and shareowner services to the Fund at
negotiated rates. Included in due to affiliates is $82,171 in transfer agent
fees payable to PIMSS at November 30, 2005.
4. Distribution and Service Plans
The Fund adopted a Plan of Distribution for each class of shares (Class A Plan,
Class B Plan, Class C Plan and Class R Plan) in accordance with Rule 12b-1
under the Investment Company Act of 1940. Pursuant to the Class A Plan, the
Fund pays PFD a service fee of up to 0.25% of the Fund's average daily net
assets attributable to Class A shares in reimbursement of its actual
expenditures to finance activities primarily intended to result in the sale of
Class A shares. Pursuant to the Class B Plan and Class C Plan, the Fund pays
PFD 1.00% of the average daily net assets attributable to each class of shares.
The fee consists of a 0.25% service fee and a 0.75% distribution fee paid as
compensation for personal services and/or account maintenance services or
distribution services with regard to Class B and Class C shares. Pursuant to
the Class R Plan, the Fund pays PFD 0.50% of the average daily net assets
attributable to Class R shares as compensation for distribution services.
Included in due to affiliates
37
Pioneer International Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/05 (continued)
- --------------------------------------------------------------------------------
is $1,490 in distribution fees payable to PFD at November 30, 2005. The Fund
also has adopted a separate service plan for Class R shares (Service Plan). The
Service Plan authorizes the Fund to pay securities dealers, plan administrators
or other service organizations that agree to provide certain services to
retirement plans or plan participants holding shares of the Fund a service fee
of up to 0.25% of the Fund's average daily net assets attributable to Class R
shares held by such plans.
In addition, redemptions of each class of shares may be subject to a contingent
deferred sales charge (CDSC). Effective February 1, 2004, a CDSC of 1.00% may
be imposed on redemptions of certain net asset value purchases of Class A
shares within 18 months of purchase (12 months for shares purchased prior to
February 1, 2004). Class B shares subscribed on or after December 1, 2004 that
are redeemed within five years of purchase are subject to a CDSC at declining
rates beginning at 4.00%, based on the lower of cost or market value of shares
being redeemed. Shares purchased prior to December 1, 2004, remain subject to
the CDSC in effect at the time those shares were purchased. Shares purchased as
part of an exchange or acquired as a result of a reorganization of another fund
into the Fund remain subject to any contingent deferred sales charge that
applied to the shares you originally purchased. Redemptions of Class C shares
within one year of purchase are subject to a CDSC of 1.00%. Redemptions of
Class R shares within 18 months of purchase were subject to a CDSC of 1.00%.
Effective July 1, 2004, the CDSC on Class R shares was eliminated. Proceeds
from the CDSCs are paid to PFD. For the year ended November 30, 2005, CDSCs in
the amount of $21,037 were paid to PFD.
The Fund charges a 2.0% redemption fee on shares sold within 30 days of
purchase. For Class A shares this fee became effective November 1, 2003, while
for Class B and Class C shares, this fee became effective July 1, 2004. The fee
does not apply to certain types of transactions as described in the Fund's
prospectus. For the year ended November 30, 2005, the Fund collected $11,132 in
redemption fees, which are included in the Fund's capital account.
5. Expense Offset Arrangements
The Fund has entered into certain expense offset arrangements with PIMSS
resulting in a reduction in the Fund's total expenses, due to interest earned
on cash held by PIMSS. For the year ended
38
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
November 30, 2005, the Fund's expenses were reduced by $8,999 under such
arrangements.
6. Forward Foreign Currency Contracts
During the year ended November 30, 2005, the Fund had entered into various
contracts that obligate the Fund to deliver currencies at specified future
dates. At the maturity of a contract, the Fund must make delivery of the
foreign currency. Alternatively, prior to the settlement date of a portfolio
hedge, the Fund may close out such contracts by entering into an offsetting
hedge contract. At November 30, 2005, the Fund had no outstanding portfolio
hedges. The Fund's gross forward currency settlement contracts receivable and
payable were $3,256,965 and $3,267,146, respectively, resulting in a net
payable of $10,181.
7. Line of Credit Facility
The Fund, along with certain other funds in the Pioneer Family of Funds (the
Funds), collectively participates in a $50 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 $50 million or the
limits set by its prospectus for borrowings. Interest on collective borrowings
is payable at the Federal Funds Rate plus 1/2% on an annualized basis. The
Funds pay an annual commitment fee for this facility. The commitment fee is
allocated among such Funds based on their respective borrowing limits. For the
year ended November 30, 2005, the Fund had no borrowings under this agreement.
8. Tax Information (unaudited)
For the fiscal year ending November 30, 2005, the Fund has elected to pass
through foreign tax credits of $338,848.
39
Pioneer International Value Fund
- --------------------------------------------------------------------------------
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- --------------------------------------------------------------------------------
To the Shareholders and Board of Trustees of
Pioneer International Value Fund
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of Pioneer International Value Fund (the "Fund")
as of November 30, 2005, 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 four
years in the period then ended. 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. The financial highlights for the year ended November 30,
2001 were audited by other auditors who have ceased operations and whose
report, dated January 10, 2002, expressed an unqualified opinion on those
financial highlights.
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, 2005, 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, 2005, 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 four years in the period then ended, in conformity with U.S. generally
accepted accounting principles.
/s/ Ernst & Young LLP
Boston, Massachusetts
January 6, 2006
40
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT
- --------------------------------------------------------------------------------
The Investment Company Act of 1940 requires that both the Board of Trustees and
a majority of the Independent Trustees (collectively "the Trustees") voting
separately annually approve the Fund's management contract (the "Management
Contract"). The Trustees have determined that the terms of the Management
Contract are fair and reasonable and that renewal of the contract will enable
the Fund to receive quality investment advisory services at a cost deemed
reasonable and is in the best interests of the Fund and its shareowners. In
making such determinations, the Independent Trustees relied upon the assistance
of counsel to the Independent Trustees and counsel to the Fund.
Throughout the year, the Independent Trustees regularly met in executive
session separately from the Interested Trustees of the Fund and any officer of
Pioneer Investment Management, Inc., the Fund's adviser (the "Investment
Adviser"), or its affiliates. While the Trustees, including the Independent
Trustees, act on all major matters relating to the Fund, a significant portion
of the activities of the Board of Trustees (including certain of those
described herein) is conducted through committees, the members of which are
comprised exclusively of Independent Trustees. Such committee meetings are
attended by officers of the Fund or the Investment Adviser to the extent
requested by the members of the committee.
In evaluating the Management Contract, the Trustees conducted a review that was
specifically focused upon the renewal of the Management Contract, and relied
upon their knowledge, resulting from their meetings throughout the year, of the
Investment Adviser, its services and the Fund. Both in meetings specifically
dedicated to renewal of the Management Contract and at other meetings during
the course of the year, the Trustees, including the Independent Trustees,
received materials relating to the Investment Adviser's investment and
management services under the Management Contract. These materials included (i)
information on the investment performance of the Fund, a peer group of funds
and an index, in each case selected by the Independent Trustees for this
purpose, (ii) sales and redemption data in respect of the Fund, (iii) the
general investment outlook in the markets in which the Fund invests, (iv)
arrangements in respect of the distribution of the Fund's shares, (v) the
procedures employed to determine the value of each of the Fund's assets, (vi)
the Investment Adviser's management of the relationships with the Fund's
unaffiliated service providers, (vii) the record of compliance with the Fund's
investment policies and restrictions and with the Fund's Code of Ethics and
41
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT (continued)
- --------------------------------------------------------------------------------
the structure and responsibilities of the Investment Adviser's compliance
department, (viii) the nature, cost and character of non-investment management
services provided by the Investment Adviser and its affiliates and (ix) the
disclosures included in the Fund's prospectuses and reports to shareowners.
Specifically in connection with the Independent Trustees' review of the
Management Contract, the Independent Trustees requested and the Investment
Adviser provided additional information in order to evaluate the quality of the
Investment Adviser's services and the reasonableness of the fee under the
Management Contract. Among other items, this information included data or
analyses of (1) investment performance for one, three, five and ten year
periods for the Fund and a peer group selected by the Independent Trustees for
this purpose, (2) management and other fees incurred by a peer group of funds
selected by the Independent Trustees for this purpose, (3) the advisory fees of
comparable portfolios of other clients of the Investment Adviser, (4) expense
ratios for the Fund and a peer group of funds selected by the Independent
Trustees for this purpose, (5) the overall organization of the Investment
Adviser, (6) the Investment Adviser's financial results and condition,
including its and certain of its affiliates profitability from services
performed for the Fund, (7) transfer agency fees and administrative
reimbursements paid to the Investment Adviser or affiliates, (8) investment
management staffing, and (9) operating expenses paid to third parties. The
Trustees also reviewed information regarding the potential for each of the Fund
and the Investment Adviser to benefit from further economies of scale in the
management of the Fund in light of reasonable growth expectations for the Fund,
the break points in the Fund's management fee and of a peer group of funds
selected by the Independent Trustees for this purpose and certain of the Fund's
expenses that are not incurred as fees based on a percentage of net assets.
The following summarizes factors considered by the Trustees in connection with
reviewing the information described above and their renewal of the Fund's
Management Contract. The Trustees did not identify any single factor as
all-important or controlling, and the summary does not detail all the matters
that were considered.
A. Ancillary Benefits to Shareholders. The Trustees considered the benefits to
shareowners of investing in a Fund that is part of a large number of
investment companies offering a variety of
42
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
investment disciplines and providing for a large variety of Fund and
shareowner services.
B. Compliance and Investment Performance. The Trustees determined that the
Investment Adviser had policies and systems reasonably designed to achieve
compliance with the Fund's investment objective and regulatory
requirements. The Trustees also reviewed the Fund's investment performance
based upon total return, as well as the Fund's performance compared to both
the performance of a peer group and the results of an index, in each case
selected by the Independent Trustees for this purpose. The Fund's
performance, based upon total return, was in the fifth quintile of the peer
group for the 12 months ended June 30, 2005, the fifth quintile for the
three years ended June 30, 2005, the fifth quintile for the five years
ended June 30, 2005 and the fifth quintile for the ten years ended June 30,
2005. (In all quintile rankings referred to throughout this discussion
first quintile is most favorable to the Fund's shareowners. Thus, highest
relative performance would be first quintile and lowest relative expenses
also would be first quintile.) The investment Advisor has advised the Board
that it intends to propose changes to achieve better performance.
C. The Investment Adviser's Personnel and Methods. The Trustees reviewed the
background of members of the team responsible for the daily management of
the Fund and the Fund's investment objective and discipline. The
Independent Trustees also have had discussions with senior management of
the Investment Adviser responsible for investment operations and the senior
management of the Investment Adviser's equities group. Among other things,
the Trustees considered the number, education and experience of the
Investment Adviser's investment staff and their use of technology and
emphasis on analytics in view of the risk profile of securities in which
the Fund invests. The Trustees concluded that the Investment Adviser had
the quality and depth of personnel and the well-developed methods essential
to performing its duties under the Management Contract.
D. Nature and Quality of Other Services. The Trustees considered the nature,
quality, cost and extent of other services provided to shareowners of the
Fund, including administrative and shareowner services performed by the
Investment Adviser under the Management Contract. The Trustees also
considered
43
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT (continued)
- --------------------------------------------------------------------------------
the reasonableness of the arrangements for reimbursement of the Investment
Adviser's out-of-pocket costs and expenses, including overhead, for certain
administrative services that the Investment Adviser is not required to
provide under the Management Contract. The Trustees also considered the
nature and extent of the other services provided by the Investment
Adviser's affiliates under other contracts and its supervision of third
party service providers. Based on these considerations, the Trustees
concluded that the nature, quality, cost and extent of such services are
satisfactory and reliable and serve the shareowners of the Fund well.
E. Management Fee and Expenses. The Trustees considered the Investment
Adviser's fee under the Management Contract relative to the management fees
charged by a peer group of funds selected by the Independent Trustees for
this purpose using data provided by an independent third party. The Fund's
management fee for the 12 months ended June 30, 2005 was in the fourth
quintile relative to the management fees paid by the other funds in that
peer group for the comparable period. The Trustees determined that the fee
under the Management Contract was reasonable and fair in light of both the
overall nature and quality of services provided by the Investment Adviser
and the fees charged by the funds in the peer group. The Trustees also
considered the Fund's expense ratio for the 12 months ended June 30, 2005
and expense ratios for the comparable period of a peer group of funds
selected by the Independent Trustees for this purpose. The Fund's expense
ratio was in the fourth quintile of this peer group for the most recent
fiscal year. The Trustees concluded that the Fund's overall expense ratio
was reasonable compared to that of most of the comparably sized funds.
F. Profitability. The Trustees considered the level of the Investment
Adviser's profits with respect to the management of the Pioneer Funds,
including details with respect to the Fund. This consideration included a
review of the Investment Adviser's methodology in allocating certain of its
costs to the management of each Fund. The Trustees also considered the
financial results realized by the Investment Adviser in connection with the
operation of the Fund. They further considered the profits realized by the
Investment Adviser and its affiliates from non-fund businesses that may
benefit from or be related to the Fund's business. The Trustees considered
the Investment Adviser's profit margins in comparison
44
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
with the limited available industry data. The Trustees concluded that the
Investment Adviser's profits from management of the Pioneer Funds,
including the financial results derived from the Fund, bear a reasonable
relationship to the services rendered and are fair for the management of
the Fund.
G. Economies of Scale. The Trustees considered the economies of scale with
respect to the management of the Fund, whether the Fund had appropriately
benefited from any economies of scale, and whether there was potential for
realization of any further economies of scale. Because of break points in
management fees, the Trustees concluded that any perceived or potential
economies of scale would be shared because of break points at future asset
levels in a reasonable manner as the Fund grows in size between Fund's
shareowners and the Investment Adviser.
H. Other Benefits to the Investment Adviser. The Trustees also considered the
character and amount of fees paid by the Fund, other than under the
Management Contract, for services provided by the Investment Adviser and
affiliates, including fees for services such as shareowner services. The
Trustees also considered the receipt of sales loads and payments under Rule
12b-1 plans in respect of the Pioneer Funds (including the Fund), and
benefits to the Investment Adviser from the use of "soft" commission
dollars to pay for research and brokerage services. The Trustees further
considered the revenues and profitability of the Investment Adviser's
businesses other than the fund business, including the Investment Adviser's
institutional investment advisory business. The Trustees considered the
intangible benefits that accrue to the Investment Adviser and its
affiliates by virtue of its relationship with the Fund and the Pioneer
Funds as a group. The Trustees concluded that all these types of benefits
accruing to the Investment Adviser were reasonable in the context of the
overall relationship between the Investment Adviser and the Fund.
Conclusion. The Trustees, in light of the Investment Adviser's overall
performance, considered it appropriate to continue to retain the management
services of the Investment Adviser. Based on their evaluation of all material
factors deemed relevant and the advice of independent counsel, the Trustees
concluded that the Management Contract with the Fund is fair and reasonable and
voted to approve the continuation of the Management Contract for another year.
45
Pioneer International Value Fund
- --------------------------------------------------------------------------------
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
Wilmer Cutler Pickering Hale and Dorr LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Trustees and Officers
The Fund's Board of Trustees provides broad supervision over the Fund's affairs.
The officers of the Fund are responsible for the Fund's operations. The Fund's
Trustees and officers are listed below, together with their principal
occupations during the past five years. Trustees who are interested persons of
the Fund within the meaning of the Investment Company Act of 1940 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 may serve as a
trustee of each of the 91 U.S. registered investment portfolios for which
Pioneer Investment Management, Inc. ("Pioneer") serves as investment adviser
(the "Pioneer Funds"). The address for all Interested Trustees and all officers
of the Fund is 60 State Street, Boston, Massachusetts 02109.
The Fund's statement of additional information provides more detailed
information regarding the Fund's Trustees and is available upon request,
without charge, by calling 1-800-225-6292.
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 www.pioneerfunds.com and on the SEC's web site at
http://www.sec.gov.
46
Pioneer International Value Fund
- -------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEES
- -------------------------------------------------------------------------------------------------------------------
Positions Held Length of Service
Name and Age With the Fund and Term of Office
John F. Cogan, Jr. (79)* Chairman of the Trustee since 1992.
Board, Serves until
Trustee and President successor trustee
is elected or earlier
retirement or removal
*Mr. Cogan is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates.
- -------------------------------------------------------------------------------------------------------------------
Osbert M. Hood (53)** Trustee and Trustee since 2003.
Executive Vice Serves until
President successor trustee
is elected or earlier
retirement or removal
**Mr. Hood is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates.
- -------------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEES
- -------------------------------------------------------------------------------------------------------------------
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Trustee
John F. Cogan, Jr. (79)* Deputy Chairman and a Director of Pioneer Global Asset Chairman and Director of
Management S.p.A. ("PGAM"); Non-Executive Chairman ICI Mutual Insurance
and a Director of Pioneer Investment Management USA Company; Director
Inc. ("PIM-USA"); Chairman and a Director of Pioneer; of Harbor Global
Director of Pioneer Alternative Investment Management Company, Ltd.
Limited (Dublin); President and a Director of Pioneer
Alternative Investment Management (Bermuda) Limited
and affiliated funds; President and Director of Pioneer
Funds Distributor, Inc. ("PFD"); President of all of the
Pioneer Funds; and Of Counsel (since 2000, partner prior
to 2000), Wilmer Cutler Pickering Hale and Dorr LLP
(counsel to PIM-USA and the Pioneer Funds).
*Mr. Cogan is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates.
- -------------------------------------------------------------------------------------------------------------------
Osbert M. Hood (53)** President and Chief Executive Officer, PIM-USA since None
May 2003 (Director since January 2001); President
and Director of Pioneer since May 2003; Chairman and
Director of Pioneer Investment Management Shareholder
Services, Inc. ("PIMSS") since May 2003; Executive Vice
President of all of the Pioneer Funds since June 2003;
Executive Vice President and Chief Operating Officer of
PIM-USA, November 2000 to May 2003
**Mr. Hood is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates.
- -------------------------------------------------------------------------------------------------------------------
47
Pioneer International Value Fund
- --------------------------------------------------------------------------------
INDEPENDENT TRUSTEES
- --------------------------------------------------------------------------------
Positions Held Length of Service
Name, Age and Address With the Fund and Term of Office
David R. Bock**(61) Trustee Trustee since 2005.
3050 K. Street NW, Serves until
Washington, DC 20007 successor trustee
is elected or earlier
retirement or removal.
**Mr. Bock became a Trustee of the Fund on January 1, 2005.
- --------------------------------------------------------------------------------
Mary K. Bush (57) Trustee Trustee since 1997.
3509 Woodbine Street, Serves until
Chevy Chase, MD 20815 successor trustee
is elected or earlier
retirement or removal
- --------------------------------------------------------------------------------
Margaret B.W. Graham (58) Trustee Trustee since 1992.
1001 Sherbrooke Street West, Serves until
Montreal, Quebec, Canada successor trustee
H3A 1G5 is elected or earlier
retirement or removal
- --------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
INDEPENDENT TRUSTEES
- ------------------------------------------------------------------------------------------------------------------------
Other Directorships Held
Name, Age and Address Principal Occupation During Past Five Years by this Trustee
David R. Bock**(61) Senior Vice President and Chief Financial Officer, I-trax, Director of The Enterprise
3050 K. Street NW, Inc. (publicly traded health care services company) Social Investment
Washington, DC 20007 (2001 - present); Managing Partner, Federal City Capital Company (privately-held
Advisors (boutique merchant bank) (1995 - 2000; 2002 affordable housing
to 2004); Executive Vice President and Chief Financial finance company);
Officer, Pedestal Inc. (internet-based mortgage trading Director of New York
company) (2000 - 2002) Mortgage Trust (publicly
traded mortgage REIT)
**Mr. Bock became a Trustee of the Fund on January 1, 2005.
- ------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (57) President, Bush International (international financial Director of Brady
3509 Woodbine Street, advisory firm) Corporation (industrial
Chevy Chase, MD 20815 identification and
specialty coated
material products
manufacturer),
Millennium Chemicals,
Inc. (commodity
chemicals), Mortgage
Guaranty Insurance
Corporation, and R.J.
Reynolds Tobacco
Holdings, Inc. (tobacco)
- ------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (58) Founding Director, The Winthrop Group, Inc. (consulting None
1001 Sherbrooke Street West, firm); Professor of Management, Faculty of Management,
Montreal, Quebec, Canada McGill University
H3A 1G5
- ------------------------------------------------------------------------------------------------------------------------
48
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Positions Held Length of Service
Name, Age and Address With the Fund and Term of Office
Marguerite A. Piret (57) Trustee Trustee since 1992.
One Boston Place, 28th Floor, Serves until
Boston, MA 02108 successor trustee
is elected or earlier
retirement or removal
- --------------------------------------------------------------------------------
Stephen K. West (77) Trustee Trustee since 1993.
125 Broad Street, Serves until
New York, NY 10004 successor trustee
is elected or earlier
retirement or removal
- --------------------------------------------------------------------------------
John Winthrop (69) Trustee Trustee since 1992.
One North Adgers Wharf, Serves until
Charleston, SC 29401 successor trustee
is elected or earlier
retirement or removal
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------
Other Directorships Held
Name, Age and Address Principal Occupation During Past Five Years by this Trustee
Marguerite A. Piret (57) President and Chief Executive Officer, Newbury, Piret & Director of New America
One Boston Place, 28th Floor, Company, Inc. (investment banking firm) High Income Fund, Inc.
Boston, MA 02108 (closed-end investment
company)
- --------------------------------------------------------------------------------------------------------------------
Stephen K. West (77) Senior Counsel, Sullivan & Cromwell (law firm) Director, The Swiss
125 Broad Street, Helvetia Fund, Inc.
New York, NY 10004 (closed-end investment
company) and
AMVESCAP PLC
(investment managers)
- --------------------------------------------------------------------------------------------------------------------
John Winthrop (69) President, John Winthrop & Co., Inc. None
One North Adgers Wharf, (private investment firm)
Charleston, SC 29401
- --------------------------------------------------------------------------------------------------------------------
49
Pioneer International Value Fund
- --------------------------------------------------------------------------------
FUND OFFICERS
- --------------------------------------------------------------------------------
Positions Held Length of Service
Name and Age With the Fund and Term of Office
Dorothy E. Bourassa (57) Secretary Since September,
2003. Serves
at the discretion
of the Board
- --------------------------------------------------------------------------------
Christopher J. Kelley (40) Assistant Secretary Since September,
2003. Serves at the
discretion of the Board
- --------------------------------------------------------------------------------
David C. Phelan (48) Assistant Secretary Since September,
2003. Serves at the
discretion of the Board
- --------------------------------------------------------------------------------
Vincent Nave (60) Treasurer Since November,
2000. Serves
at the discretion of
the Board
- --------------------------------------------------------------------------------
Mark E. Bradley (46) Assistant Treasurer Since November,
2004. Serves
at the discretion of
the Board
- --------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------
FUND OFFICERS
- ------------------------------------------------------------------------------------------------------------------
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Officer
Dorothy E. Bourassa (57) Secretary of PIM-USA; Senior Vice President - Legal None
of Pioneer; and Secretary/Clerk of most of PIM-USA's
subsidiaries; and Secretary of all of the Pioneer Funds
since September 2003 (Assistant Secretary from
November 2000 to September 2003)
- ------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (40) Assistant Vice President and Senior Counsel of None
Pioneer since July 2002; Vice President and Senior
Counsel of BISYS Fund Services, Inc. (April 2001 to
June 2002); Senior Vice President and Deputy General
Counsel of Funds Distributor, Inc. (July 2000 to April
2001); and Assistant Secretary of all Pioneer Funds since
September 2003
- ------------------------------------------------------------------------------------------------------------------
David C. Phelan (48) Partner, Wilmer Cutler Pickering Hale and Dorr LLP; None
Assistant Secretary of all Pioneer Funds since
September 2003
- ------------------------------------------------------------------------------------------------------------------
Vincent Nave (60) Vice President - Fund Accounting, Administration None
and Custody Services of Pioneer; and Treasurer of all
of the Pioneer Funds
- ------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (46) Deputy Treasurer of Pioneer since 2004; Treasurer None
and Senior Vice President, CDC IXIS Asset
Management Services from 2002 to 2003; Assistant
Treasurer and Vice President, MFS Investment
Management from 1997 to 2002; and Assistant
Treasurer of all of the Pioneer Funds since
November 2004
- ------------------------------------------------------------------------------------------------------------------
50
Pioneer International Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Positions Held Length of Service
Name and Age With the Fund and Term of Office
Luis I. Presutti (40) Assistant Treasurer Since November,
2000. Serves
at the discretion of
the Board
- --------------------------------------------------------------------------------
Gary Sullivan (47) Assistant Treasurer Since May, 2002.
Serves at the
discretion of
the Board
- --------------------------------------------------------------------------------
Katherine Kim Sullivan (31) Assistant Treasurer Since September,
2003. Serves at the
discretion of the Board
- --------------------------------------------------------------------------------
Martin J. Wolin (38) Chief Compliance Since October, 2004.
Officer Serves at the
discretion of
the Board
- --------------------------------------------------------------------------------
The outstanding capital stock of PFD, PIM and PIMSS is indirectly wholly owned
by UniCredito Italiano S.p.A. ("UniCredito Italiano"), one of the largest
banking groups in Italy. PIM, the Fund's investment adviser, provides investment
management and financial services to mutual funds, institutional and other
clients.
- -----------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Officer
Luis I. Presutti (40) Assistant Vice President - Fund Accounting, None
Administration and Custody Services of Pioneer; and
Assistant Treasurer of all of the Pioneer Funds
- -----------------------------------------------------------------------------------------------------------------
Gary Sullivan (47) Fund Accounting Manager - Fund Accounting, None
Administration and Custody Services of Pioneer; and
Assistant Treasurer of all of the Pioneer Funds since
May 2002
- -----------------------------------------------------------------------------------------------------------------
Katherine Kim Sullivan (31) Fund Administration Manager - Fund Accounting, None
Administration and Custody Services since June
2003; Assistant Vice President - Mutual Fund
Operations of State Street Corporation from June
2002 to June 2003 (formerly Deutsche Bank
Asset Management); Pioneer Fund Accounting,
Administration and Custody Services (Fund Accounting
Manager from August 1999 to May 2002); and Assistant
Treasurer of all Pioneer Funds since September 2003
- -----------------------------------------------------------------------------------------------------------------
Martin J. Wolin (38) Chief Compliance Officer of Pioneer (Director of None
Compliance and Senior Counsel from November 2000
to September 2004); and Chief Compliance Officer of all
of the Pioneer Funds since 2004
- -----------------------------------------------------------------------------------------------------------------
The outstanding capital stock of PFD, PIM and PIMSS is indirectly wholly owned
by UniCredito Italiano S.p.A. ("UniCredito Italiano"), one of the largest
banking groups in Italy. PIM, the Fund's investment adviser, provides investment
management and financial services to mutual funds, institutional and other
clients.
51
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
This page for your notes.
52
- --------------------------------------------------------------------------------
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
Telecommunications Device for the Deaf (TDD) 1-800-225-1997
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@pioneerinvest.com
(for general questions about Pioneer only)
Visit our web site: www.pioneerfunds.com
Before investing consider the Fund's investment objectives, risks, charges and
expenses. Contact your advisor or Pioneer Investments for a prospectus
containing this information. Read it carefully.
The Fund files a complete statement of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
web site at http://www.sec.gov. The filed form may also be viewed and copied at
the Commission's Public Reference Room in Washington, DC. Information regarding
the operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR;
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Audit Fees
Fees for audit services provided to the Fund, including fees associated with
the filings of its Form N-1A, totaled approximately $48,990 in 2005 and
approximately $47,600 in 2004.
(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 audit-related services provided to the Fund during the fiscal
years 2005 and 2004.
(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, including tax returns and tax advisory
services, totaled approximately $6,800 in 2005 and approximately $12,000 in
2004.
(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.
All Other fees
There were no other services provided to the Fund during the fiscal years 2005
and 2004.
(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 fiscal year
ended 2005, $94,548 was billed to Affiliates in Dublin for internal audit
related services. For the year ended November 30, 2004, $100,200 was billed
to Affiliates in Dublin for organizational assistance and internal audit
related services.
(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 $167,994 in 2005 and $287,200 in 2004. These
fees include services provided prior to May 6, 2003, the effective date of
the pre-approval process.
The Fund's audit committee of the Board of Trustees has considered whether the
provision of non-audit services that were rendered to the Affiliates (as
defined) that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule
2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
(h) Disclose whether the registrant's audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrant's investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's independent auditor, Ernst &
Young LLP ("E&Y"), has advised the Audit
Committee of the Fund's Board of Trustees that
E&Ys Spanish affiliate (E&Y Spain) performed
certain non-audit work for Pioneer Global
Investments Limited ("PGIL"), an affiliate of the
Funds investment adviser. The services involved
the receipt and disbursement of monies transferred
to E&Y Spain by PGIL in payment of individual
payroll and related income tax withholdings due on
returns prepared by E&Y Spain for certain PGIL
employees located in Spain from February 2001 to
October 2005. E&Y became auditors of the Fund in
May 2002. These payroll and tax services were
discontinued in November 2005. The annual fee
received by E&Y Spain for all such services totaled
approximately 9,000 Euro per year. E&Y has informed
the Audit Committee that based on its internal
reviews and the de minimus nature of the services
provided and fees received, E&Y does not believe
its independence with respect to the Fund has been
impaired or that it is disqualified from acting as
independent auditors to the Fund.
N/A
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.
The registrant has a separately-designated standing audit
committe eestablished in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(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 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.
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 International Value Fund
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date January 30, 2006
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 30, 2006
By (Signature and Title)* /s/ Vincent Nave
Vincent Nave, Treasurer
Date January 30, 2006
* Print the name and title of each signing officer under his or her signature.