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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 811-21460
Pioneer Series Trust II
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Terrence J. Cullen, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: December 31
Date of reporting period: January 1, 2013 through December 31, 2013
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 STOCKHOLDERS.
Pioneer AMT-Free
Municipal Fund
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Annual Report | December 31, 2013
--------------------------------------------------------------------------------
Ticker Symbols:
Class A PBMFX
Class B PBMUX
Class C MNBCX
Class Y PBYMX
[LOGO] PIONEER
Investments(R)
visit us: us.pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 8
Prices and Distributions 9
Performance Update 10
Comparing Ongoing Fund Expenses 14
Schedule of Investments 16
Financial Statements 29
Notes to Financial Statements 37
Report of Independent Registered Public Accounting Firm 44
Approval of Investment Advisory Agreement 45
Trustees, Officers and Service Providers 49
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 1
President's Letter
Dear Shareowner,
When we look into 2014, we foresee U.S. economic growth matching or exceeding
2013 levels. While unemployment remains high, employment has been rising
steadily. Consumer incomes, savings, wealth, and debt-servicing capacity have
been solid buttresses for the recovering housing and auto industries. Industrial
activity is growing only moderately, but current corporate profits are generally
solid and balance sheets appear able to support needed capital spending and
dividend* payouts. Tax hikes, spending restraint and a better economy have
meaningfully cut the federal budget deficit. A modestly improving European
economy, continuing economic improvement in Japan, and a "soft landing" of 7%
growth in China appear likely to result in improving global growth in 2014,
further supporting the U.S. economy. In addition, we feel that continuing slack
in labor markets and capacity utilization offers the potential for continuing
growth without bottlenecks and rising inflation, making it possible for the
Federal Reserve (the Fed) to continue its accommodative monetary policies.
After observing the strengthening economic trends, the Fed decided in December
2013 to start scaling back its QE (quantitative easing) program, but also said
that short-term interest rates are likely to remain near zero for some time to
come, given that inflation remains subdued and unemployment remains high.
The U.S. government's partial shutdown in October 2013 rattled the markets to a
degree, but does not appear to have had a significant negative impact on the
economy or capital markets. As the year drew to a close, leaders in Washington
reached a bipartisan budget agreement that establishes top-line government
spending levels for the next two fiscal years, a move which should help to
defuse the threat of another shutdown. That certainly was welcome news for
investors who had grown weary of infighting in Washington and wary of the risks
the policy uncertainty caused.
There are certainly risks and uncertainties facing the global economy as we head
into 2014. The European economy, while improving, remains weak, the Japanese
economy faces a tax hike this spring, and a number of emerging market countries
are experiencing difficulties. There are also geopolitical worries abroad and
the aforementioned political fights at home. While most of the widely recognized
risks we've outlined may already be "priced into" the market, we believe
investors should continue to expect market volatility.
* Dividends are not guaranteed.
2 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
At Pioneer, we have long advocated the benefits of staying diversified and
investing for the long term. And while diversification does not assure a profit
or protect against loss in a declining market, we believe there are still
opportunities for prudent investors to earn attractive returns. Our advice, as
always, is to work closely with a trusted financial advisor to discuss your
goals and work together to develop an investment strategy that meets your
individual needs, keeping in mind that there is no single best strategy that
works for every investor.
Pioneer's investment teams have, since 1928, sought out attractive opportunities
in global equity and bond markets, using in-depth research to identify
undervalued individual securities, and using thoughtful risk management to
construct portfolios which seek to balance potential risks and reward in an
ever-changing world.
We encourage you to learn more about Pioneer and our time-tested approach to
investing by consulting with your financial advisor or visiting us online at
us.pioneerinvestments.com. We greatly appreciate your trust in us, and we thank
you for investing with Pioneer.
Sincerely,
/s/ Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA, Inc.
Any information in this shareowner report regarding market or economic trends or
the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. These statements should not
be relied upon for any other purposes. Past performance is no guarantee of
future results, and there is no guarantee that market forecasts discussed will
be realized.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 3
Portfolio Management Discussion | 12/31/13
In the following interview, lead portfolio manager David Eurkus discusses the
investment environment for tax-free bonds during the Fund's most recent fiscal
year ended December 31, 2013, the Fund's investment strategies and performance
during the 12-month period, and his outlook for the municipal bond market. Mr.
Eurkus, a senior vice president and a portfolio manager at Pioneer, manages the
Fund along with Jonathan Chirunga, a vice president and a portfolio manager at
Pioneer.
Q How did the Fund perform during the 12-month period ended December 31, 2013?
A Pioneer AMT-Free Municipal Fund's Class A shares returned -5.33% at net
asset value during the 12-month period ended December 31, 2013, while the
Fund's benchmark, the Barclays Municipal Bond Index (the Barclays Index),
returned -2.55%. During the same period, the average return of the 242
mutual funds in Morningstar's Municipal National Long Funds category was
-4.59%, and the average return of the 256 mutual funds in Lipper's General
and Insured Municipal Debt Funds category was -4.08%.
Q How would you describe the investment environment for tax-exempt bonds
during the 12-month period ended December 31, 2013?
A At the start of 2013, tax-exempt issues were continuing to benefit from
economic conditions that were conducive to gradual declines in taxable and
tax-exempt interest rates. The U.S. economy maintained its growth trend,
though at a moderate pace, and we saw no significant inflationary pressures
on the domestic front. In May 2013, however, then-Federal Reserve (Fed)
Chairman Ben Bernanke began to hint that the U.S. central bank's program of
monthly asset purchases, known as quantitative easing (QE), might be tapered
in the coming months if the economy continued to improve. In response to
this development, U.S. fixed-income markets, fearing that the Fed might
reduce or even end the accommodative QE program too soon, suffered their
third-worst quarterly sell-off over the past twenty years during the quarter
ended June 30, 2013. At the same time, redemptions in the tax-exempt mutual
fund market picked up.
While the atmosphere in the fixed-income markets generally calmed down after
the June sell-off, redemptions in the municipal market persisted over a
number of months, due in part to the Fed's QE tapering hints, but also
because of two other major disruptions in the municipal bond market. The
first disruption came on July 18, 2013, when the City of Detroit's leaders
4 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
announced that the city would declare bankruptcy. The second disruption, in
August, came as news emerged that debt-rating agencies were threatening to
downgrade the Commonwealth of Puerto Rico's municipal bonds to "below
investment grade" because of Puerto Rico's very high debt levels. Both
announcements hit the tax-exempt market hard.
Pioneer AMT-Free Municipal Fund, with more than 95% of its portfolio
invested in a broad range of dedicated-revenue bonds, was not directly
affected by either major news story hitting the municipal market. Municipal
fund redemptions, nevertheless, hurt the overall tax-exempt market, and
prices of municipal bonds declined throughout 2013 as bond yields spiked.
Toward the end of the Fund's fiscal year, the Fed announced that its
tapering of QE would, in fact, begin in January 2014. This time, however,
investors took the news as a signal that the U.S. economy was gathering
strength, and most financial markets rallied.
Q Will you discuss your overall investment strategy in managing the Fund's
portfolio during the 12-month period ended December 31, 2013?
A Our principal investment strategy for the portfolio is to purchase and hold
discounted long-term municipal bonds. We believe those investments offer the
highest yields in the tax-exempt marketplace and feel that, over the long
term, our broadly diversified* strategy will enable the Fund to outperform
both the benchmark Barclays Index as well as its Morningstar and Lipper
peers.
During the 12-month period, the Fund's portfolio continued to have a strong
focus on investments in sectors that are of vital importance to communities
nationwide, including health care/hospitals, power and energy, public and
private education, and transportation; but we also kept the portfolio
broadly diversified across a wide range of other municipal bond sectors.
Q Which individual investments contributed the most to the Fund's performance
during the 12-month period ended December 31, 2013, and which individual
investments had the biggest negative effects on performance?
A During the period, the Fund's investments in bonds issued by the Public
Authority for Colorado Energy, King County (Washington State), and
Tallahassee (Florida) Health Facilities made the largest positive
contributions to returns. Conversely, the individual holdings that detracted
* Diversification does not assure a profit nor protect against loss in a
declining market.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 5
the most from the Fund's returns during the 12-month period were issues by
Dallas County (Texas) Utility District, Buckeye (Ohio) Tobacco bonds, and
Philadelphia (Pennsylvania) Hospital Authority.
Q What is your outlook for the municipal market as we head into 2014?
A In the aftermath of the significant shocks felt by the municipal bond market
in 2013, we have become very positive in our outlook. This is due to the
recent, dramatic rise in tax-free interest rates, which has caused municipal
bonds to become much more attractive on an after-tax basis--not only to
investors in high tax brackets but also to non-traditional buyers, such as
property/casualty insurance companies, banks, and even non-U.S. investors.
In addition, the rise in longer-term rates has depressed the levels of
municipal bond issuance, which should boost the prices of tax-exempt
securities from a technical standpoint. Another positive factor for the
municipal market (and for bonds in general) is that U.S. inflation levels
have declined, and remain very low.
The Fund's portfolio will continue to hold select long-term tax-exempt bonds
that we believe have the strongest opportunity to perform well over time. We
will also continue to closely monitor the Fund's holdings to ensure their
integrity and quality as well as the timely payment of principal and
interest on the investments. The Fund remains broadly diversified across
many municipal bond sectors as of December 31, 2013, and the vast majority
of the portfolio's holdings are allocated to bonds with dedicated revenue
streams.
We believe that Pioneer AMT-Free Municipal Fund continues to be a suitable
option for long-term investors seeking high income that is free from Federal
taxes.
6 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Please refer to the Schedule of Investments on pages 16-28 for a full listing of
Fund securities.
When interest rates rise, the prices of fixed-income securities in the Fund will
generally fall. Conversely, when interest rates fall, the prices of fixed-income
securities in the Fund will generally rise.
Investments in the Fund are subject to possible loss due to the financial
failure of issuers of underlying securities and their inability to meet their
debt obligations.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making the Fund more susceptible to
any economic, political, or regulatory developments or other risks affecting
those industries and sectors.
A portion of income may be subject to local, state, federal and/or alternative
minimum tax. Capital gains, if any, are subject to capital gains tax.
These risks may increase share price volatility.
Past performance is not a guarantee of future results, and there is no guarantee
that market forecasts discussed will be realized.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. These opinions should not
be relied upon for any other purposes.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 7
Portfolio Summary | 12/31/13
Portfolio Quality
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
AAA 9.8%
AA 27.4%
A 24.6%
BBB 24.9%
BB 4.0%
B 4.7%
Not Rated 4.6%
Bond ratings are ordered highest to lowest in portfolio. Based on Standard &
Poor's measures, AAA (highest possible rating) through BBB are considered
investment grade; BB or lower ratings are considered non-investment grade. Cash
equivalents and some bonds may not be rated.
Sector Distribution
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Health 26.8%
Insured 16.4%
Education 14.6%
Special Revenues 9.0%
Pollution Control Revenue 7.7%
Transportation 6.2%
Various Revenues 5.3%
Power 5.2%
General Obligation 3.5%
Housing 2.3%
Water & Sewer 2.1%
Escrowed 0.9%
10 Largest Holdings*
--------------------------------------------------------------------------------
(As a percentage of long-term holdings)
1. Massachusetts Health & Educational Facilities Authority, 5.5%, 7/1/32 1.97%
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2. Public Authority for Colorado Energy, 6.5%, 11/15/38 1.97
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3. Texas Private Activity Bond Surface Transportation Corp., 7.0%, 6/30/40 1.52
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4. California Statewide Communities Development Authority, 5.75%, 7/1/47 1.47
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5. City of Phoenix Civic Improvement Corp., 7/1/43 1.42
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6. FYI Properties, 5.5%, 6/1/39 1.41
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7. Dallas County Utility & Reclamation District, 5.375%, 2/15/29 1.40
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8. King County Housing Authority, 5.5%, 5/1/38 1.40
-----------------------------------------------------------------------------------
9. Golden State Tobacco Securitization Corp., 5.125%, 6/1/47 1.37
-----------------------------------------------------------------------------------
10. JobsOhio Beverage System, 5.0%, 1/1/38 1.36
-----------------------------------------------------------------------------------
* This list excludes temporary cash investments and derivative instruments.
The portfolio is actively managed, and current holdings may be different.
The holdings listed should not be considered recommendations to buy or sell
any security listed.
8 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Prices and Distributions | 12/31/13
Net Asset Value per Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Class 12/31/13 12/31/12
--------------------------------------------------------------------------------
A $13.25 $14.56
--------------------------------------------------------------------------------
B $13.13 $14.46
--------------------------------------------------------------------------------
C $13.14 $14.44
--------------------------------------------------------------------------------
Y $13.21 $14.52
--------------------------------------------------------------------------------
Distributions per Share: 7/1/13-12/31/13
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Short-Term Long-Term
Class Dividends Capital Gains Capital Gains
--------------------------------------------------------------------------------
A $0.5470 $ -- $ --
--------------------------------------------------------------------------------
B $0.4180 $ -- $ --
--------------------------------------------------------------------------------
C $0.4385 $ -- $ --
--------------------------------------------------------------------------------
Y $0.5832 $ -- $ --
--------------------------------------------------------------------------------
Index Definition
--------------------------------------------------------------------------------
The Barclays Municipal Bond Index is an unmanaged, broad measure of the
municipal bond market. Index returns are calculated monthly, assume reinvestment
of dividends and, unlike Fund returns, do not reflect any fees, expenses or
sales charges. It is not possible to invest directly in an index.
The index defined here pertains to the "Value of $10,000 Investment" and "Value
of $5 Million Investment" charts shown on pages 10-13.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 9
Performance Update | 12/31/13 Class A Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Class A shares of Pioneer AMT-Free Municipal Fund at public
offering price during the periods shown, compared to that of the Barclays
Municipal Bond Index.
Average Annual Total Returns
(As of December 31, 2013)
--------------------------------------------------------------------------------
Net Asset Public Offering
Period Value (NAV) Price (POP)
--------------------------------------------------------------------------------
10 Years 4.26% 3.79%
5 Years 8.63 7.64
1 Year -5.33 -9.61
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2013)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
0.83% 0.82%
--------------------------------------------------------------------------------
Value of $10,000 Investment
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Pioneer AMT-Free Barclays Municipal
Municipal Fund Bond Index
12/31/2003 $ 9,550 $ 10,000
12/31/2004 $ 10,071 $ 10,448
12/31/2005 $ 10,555 $ 10,815
12/31/2006 $ 11,104 $ 11,339
12/31/2007 $ 11,259 $ 11,720
12/31/2008 $ 9,587 $ 11,430
12/31/2009 $ 11,889 $ 12,906
12/31/2010 $ 12,145 $ 13,213
12/31/2011 $ 13,570 $ 14,627
12/31/2012 $ 15,316 $ 15,618
12/31/2013 $ 14,500 $ 15,220
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
NAV results represent the percent change in net asset value per share. Returns
would have been lower had sales charges been reflected. POP returns reflect
deduction of maximum 4.50% sales charge. All results are historical and assume
the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
Pioneer AMT-Free Municipal Fund acquired the assets and liabilities of
predecessor fund Safeco Municipal Bond Fund on December 10, 2004. The
performance shown for Class A shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class A shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). If all the expenses of the Fund were
reflected, the performance of the Fund's Class A shares would be lower than the
performance shown.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The net expense ratio reflects the contractual expense limitation currently in
effect through May 1, 2015, for Class A shares. There can be no assurance that
Pioneer will extend the expense limitation beyond such time. Please see the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
10 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Performance Update | 12/31/13 Class B Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Class B shares of Pioneer AMT-Free Municipal Fund during the
periods shown, compared to that of the Barclays Municipal Bond Index.
Average Annual Total Returns
(As of December 31, 2013)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 3.34% 3.34%
5 Years 7.62 7.62
1 Year -6.39 -10.02
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2013)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
1.75% 1.72%
--------------------------------------------------------------------------------
Value of $10,000 Investment
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Pioneer AMT-Free Barclays Municipal
Municipal Fund Bond Index
12/31/2003 $ 10,000 $ 10,000
12/31/2004 $ 10,458 $ 10,448
12/31/2005 $ 10,877 $ 10,815
12/31/2006 $ 11,351 $ 11,339
12/31/2007 $ 11,403 $ 11,720
12/31/2008 $ 9,625 $ 11,430
12/31/2009 $ 11,835 $ 12,906
12/31/2010 $ 11,983 $ 13,213
12/31/2011 $ 13,257 $ 14,627
12/31/2012 $ 14,840 $ 15,618
12/31/2013 $ 13,892 $ 15,220
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. "If Redeemed"
returns reflect the deduction of applicable contingent deferred sales charge
(CDSC). The maximum CDSC is 4% and declines over five years. For more complete
information, please see the prospectus.
All results are historical and assume the reinvestment of dividends and capital
gains. Other share classes are available for which performance and expenses will
differ.
Pioneer AMT-Free Municipal Fund acquired the assets and liabilities of
predecessor fund Safeco Municipal Bond Fund on December 10, 2004. The
performance shown for Class B shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class B shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). If all the expenses of the Fund were
reflected, the performance of the Fund's Class B shares would be lower than the
performance shown.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The net expense ratio reflects the contractual expense limitation currently in
effect through May 1, 2015, for Class B shares. There can be no assurance that
Pioneer will extend the expense limitation beyond such time. Please see the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of taxes that a
shareowner would pay on Fund distributions or the redemption of Fund shares.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 11
Performance Update | 12/31/13 Class C Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Class C shares of Pioneer AMT-Free Municipal Fund during the
periods shown, compared to that of the Barclays Municipal Bond Index.
Average Annual Total Returns
(As of December 31, 2013)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 3.41% 3.41%
5 Years 7.75 7.75
1 Year -6.05 -6.05
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2013)
--------------------------------------------------------------------------------
Gross
--------------------------------------------------------------------------------
1.58%
--------------------------------------------------------------------------------
Value of $10,000 Investment
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Pioneer AMT-Free Barclays Municipal
Municipal Fund Bond Index
12/31/2003 $ 10,000 $ 10,000
12/31/2004 $ 10,444 $ 10,448
12/31/2005 $ 10,838 $ 10,815
12/31/2006 $ 11,328 $ 11,339
12/31/2007 $ 11,404 $ 11,720
12/31/2008 $ 9,629 $ 11,430
12/31/2009 $ 11,837 $ 12,906
12/31/2010 $ 11,986 $ 13,213
12/31/2011 $ 13,285 $ 14,627
12/31/2012 $ 14,884 $ 15,618
12/31/2013 $ 13,984 $ 15,220
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class C shares held for less than one year are also subject to a 1% contingent
deferred sales charge (CDSC). "If Held" results represent the percent change in
net asset value per share. Returns would have been lower had sales charges been
reflected. All results are historical and assume the reinvestment of dividends
and capital gains. Other share classes are available for which performance and
expenses will differ.
Pioneer AMT-Free Municipal Fund acquired the assets and liabilities of
predecessor fund Safeco Municipal Bond Fund on December 10, 2004. The
performance shown for Class C shares of the Fund for periods prior to December
10, 2004, is based on the performance of the predecessor fund's Class C shares,
which has been restated to reflect differences in any applicable sales charges
(but not differences in expenses). If all the expenses of the Fund were
reflected, the performance of the Fund's Class C shares would be lower than the
performance shown.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
12 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Performance Update | 12/31/13 Class Y Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $5 million
investment made in Class Y shares of Pioneer AMT-Free Municipal Fund during the
periods shown, compared to that of the Barclays Municipal Bond Index.
Average Annual Total Returns
(As of December 31, 2013)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 4.45% 4.45%
5 Years 8.86 8.86
1 Year -5.10 -5.10
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2013)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
0.58% 0.55%
--------------------------------------------------------------------------------
Value of $5 Million Investment
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Pioneer AMT-Free Barclays Municipal
Municipal Fund Bond Index
12/31/2003 $ 5,000,000 $ 5,000,000
12/31/2004 $ 5,272,620 $ 5,224,010
12/31/2005 $ 5,525,786 $ 5,407,579
12/31/2006 $ 5,815,356 $ 5,669,466
12/31/2007 $ 5,912,621 $ 5,859,944
12/31/2008 $ 5,051,530 $ 5,714,950
12/31/2009 $ 6,274,966 $ 6,452,954
12/31/2010 $ 6,421,724 $ 6,606,485
12/31/2011 $ 7,195,408 $ 7,313,362
12/31/2012 $ 8,139,114 $ 7,809,194
12/31/2013 $ 7,724,226 $ 7,609,791
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Pioneer AMT-Free Municipal Fund acquired the assets and liabilities of
predecessor Safeco Municipal Bond Fund on December 10, 2004. The performance
shown for Class Y shares of the Fund for periods prior to December 10, 2004, is
based on the net asset value performance of the predecessor fund's Class A
shares, which has not been restated to reflect differences in expenses,
including 12b-1 fees applicable to Class A shares. If all the expenses of the
Fund were reflected, the performance of the Fund's Class Y shares would be lower
than the performance shown.
Performance shown for the period between December 10, 2004, and the inception of
Class Y shares on November 10, 2006, reflects the NAV performance of Pioneer
AMT-Free Municipal Fund's Class A shares. The performance does not reflect
differences in expenses, including the Rule 12b-1 fees applicable to Class A
shares. Since fees for Class A shares are generally higher than those of Class Y
shares, the performance of Class Y shares for the period between December 10,
2004, and the inception of Class Y shares on November 10, 2006, would have been
higher than that shown. Class Y shares are not subject to sales charges and are
available for limited groups of eligible investors, including institutional
investors. All results are historical and assume the reinvestment of dividends
and capital gains. Other share classes are available for which performance and
expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The net expense ratio reflects the contractual expense limitation currently in
effect through May 1, 2015, for Class Y shares. There can be no assurance that
Pioneer will extend the expense limitation beyond such time. Please see the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 13
Comparing Ongoing Fund Expenses
As a shareowner in the Fund, you incur two types of costs:
(1) ongoing costs, including management fees, distribution and/or service
(12b-1) fees, and other Fund expenses; and
(2) transaction costs, including sales charges (loads) on purchase payments.
This example is intended to help you understand your ongoing expenses (in
dollars) of investing in the Fund and to compare these costs with the ongoing
costs of investing in other mutual funds. The example is based on an investment
of $1,000 at the beginning of the Fund's latest six-month period and held
throughout the six months.
Using the Tables
--------------------------------------------------------------------------------
Actual Expenses
The first table below provides information about actual account values and
actual expenses.You may use the information in this table, together with the
amount you invested, to estimate the expenses that you paid over the period as
follows:
(1) Divide your account value by $1,000
Example: an $8,600 account value (divided by) $1,000 = 8.6
(2) Multiply the result in (1) above by the corresponding share class's number
in the third row under the heading entitled "Expenses Paid During Period" to
estimate the expenses you paid on your account during this period.
Expenses Paid on a $1,000 Investment in Pioneer AMT-Free Municipal Fund
Based on actual returns from July 1, 2013, through December 31, 2013.
--------------------------------------------------------------------------------
Share Class A B C Y
--------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value on 7/1/13
--------------------------------------------------------------------------------
Ending Account $ 987.79 $ 982.99 $ 983.77 $ 988.95
Value
on 12/31/13
--------------------------------------------------------------------------------
Expenses Paid $ 4.11 $ 8.60 $ 7.95 $ 2.76
During Period*
--------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized net expense ratio of 0.82%,
1.72%, 1.59% and 0.55% for Class A, Class B, Class C and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 184/365 (to reflect the one-half year period).
14 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and
hypothetical expenses based on the Fund's actual expense ratio and an assumed
rate of return of 5% per year before expenses, which is not the Fund's actual
return. The hypothetical account values and expenses may not be used to estimate
the actual ending account balance or expenses you paid for the period.
You may use this information to compare the ongoing costs of investing in the
Fund and other funds. To do so, compare this 5% hypothetical example with the 5%
hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the tables are meant to highlight your
ongoing costs only and do not reflect any transaction costs, such as sales
charges (loads) that are charged at the time of the transaction. Therefore, the
table below is useful in comparing ongoing costs only and will not help you
determine the relative total costs of owning different funds. In addition, if
these transaction costs were included, your costs would have been higher.
Expenses Paid on a $1,000 Investment in Pioneer AMT-Free Municipal Fund
Based on a hypothetical 5% per year return before expenses, reflecting the
period from July 1, 2013, through December 31, 2013.
--------------------------------------------------------------------------------
Share Class A B C Y
--------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value on 7/1/13
--------------------------------------------------------------------------------
Ending Account $1,021.07 $1,016.53 $1,017.19 $1,022.43
Value
on 12/31/13
--------------------------------------------------------------------------------
Expenses Paid $ 4.18 $ 8.74 $ 8.08 $ 2.80
During Period*
--------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized net expense ratio of 0.82%,
1.72%, 1.59% and 0.55% for Class A, Class B, Class C and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 184/365 (to reflect the one-half year period).
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 15
Schedule of Investments | 12/31/13
---------------------------------------------------------------------------------------------------
Shares Value
---------------------------------------------------------------------------------------------------
COMMON STOCK -- 0.1%
Commercial Services & Supplies -- 0.1%
Research & Consulting Services -- 0.1%
200 Center For Medical Science, Inc.* $ 690,400
---------------------------------------------------------------------------------------------------
TOTAL COMMON STOCK
(Cost $640,000) $ 690,400
---------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited)
---------------------------------------------------------------------------------------------------
MUNICIPAL BONDS -- 98.9%
Alabama -- 0.2%
1,500,000 NR/NR Sylacauga Health Care Authority, 6.0%,
8/1/35 $ 1,390,620
---------------------------------------------------------------------------------------------------
Arizona -- 4.2%
5,145,000 AA-/NR Arizona Health Facilities Authority, 5.5%,
1/1/38 $ 5,344,780
4,000,000 AA/Aa3 City of Phoenix Civic Improvement Corp.,
7/1/25 (c) 4,558,760
8,005,000 AA/Aa3 City of Phoenix Civic Improvement Corp.,
7/1/26 (c) 9,096,962
10,000,000 AA/Aa3 City of Phoenix Civic Improvement Corp.,
7/1/43 (c) 10,543,700
1,000,000 A/A1 Maricopa County Pollution Control Corp.,
5.0%, 6/1/35 1,020,860
500,000 BBB-/NR The Industrial Development Authority of
the County of Pima, 6.1%, 6/1/45 473,960
19,000 NR/Baa3 The Industrial Development Authority of
the County of Pima, 6.75%, 7/1/31 18,647
------------
$ 31,057,669
---------------------------------------------------------------------------------------------------
California -- 13.0%
10,000,000 A/A3 Alameda Corridor Transportation
Authority, 10/1/31 (c) $ 3,837,000
410,000 AA-/A2 Anaheim Public Financing Authority,
9/1/22 (c) 287,685
13,865,000 AA-/A2 Anaheim Public Financing Authority,
9/1/23 (c) 9,065,908
12,595,000 AA-/A2 Anaheim Public Financing Authority,
9/1/36 (c) 3,114,618
3,515,000 CCC/NR California County Tobacco Securitization
Agency, 6/1/33 (c) 764,969
1,000,000 AAA/Aaa California Educational Facilities Authority,
5.25%, 4/1/40 1,162,450
2,000,000 A/A3 California Health Facilities Financing
Authority, 5.625%, 7/1/32 2,034,320
4,000,000 BBB/Baa2 California Municipal Finance Authority,
5.25%, 2/1/37 3,760,520
4,875,000 NR/Baa2 California Statewide Communities
Development Authority, 5.0%, 5/15/30 4,815,720
The accompanying notes are an integral part of these financial statements.
16 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
California -- (continued)
2,000,000 AAA/Baa2 California Statewide Communities
Development Authority, 5.0%, 5/15/38 $ 1,863,980
6,455,000 BBB+/Baa2 California Statewide Communities
Development Authority, 5.0%, 8/15/47 5,743,014
10,000,000 AA-/Aa3 California Statewide Communities
Development Authority, 5.25%, 11/15/48 9,915,800
4,000,000 NR/Baa1 California Statewide Communities
Development Authority, 5.375%, 12/1/37 4,008,880
10,000,000 AA-/A1 California Statewide Communities
Development Authority, 5.75%, 7/1/47 10,866,200
4,000,000 A/NR California Statewide Communities
Development Authority, 5.75%, 8/15/38 4,120,520
1,000,000 NR/A1 Franklin-Mckinley School District, 6.0%,
7/1/16 1,129,520
2,100,000 BB+/WR Fresno Joint Powers Financing Authority,
4.75%, 9/1/28 1,845,228
15,000,000 B-/B3 Golden State Tobacco Securitization
Corp., 5.125%, 6/1/47 10,139,550
3,000,000 A-/Baa2 Long Beach Bond Finance Authority,
5.5%, 11/15/37 3,088,800
2,180,000 A/Baa1 Pomona Unified School District, 6.55%,
8/1/29 2,614,038
3,000,000 A-/NR Rialto Redevelopment Agency, 6.25%,
9/1/37 3,114,660
1,500,000 AA-/Aa1 San Jose Evergreen Community College
District, 5.0%, 8/1/41 1,548,540
2,085,000 NR/Aa2 San Juan Unified School District, 5.0%,
8/1/25 2,310,493
1,500,000 A/NR Santa Cruz County Redevelopment
Agency, 6.625%, 9/1/29 1,668,060
1,405,000 A+/Aa3 Santa Maria Joint Union High School
District, 8/1/27 (c) 694,281
3,750,000 BB+/B3 Tobacco Securitization Authority of
Southern California, 5.0%, 6/1/37 2,657,400
1,125,000 B+/B2 Tobacco Securitization Authority of
Southern California, 5.125%, 6/1/46 761,332
------------
$ 96,933,486
---------------------------------------------------------------------------------------------------
Colorado -- 4.9%
2,750,000 5.25 AA-/Aa3 Colorado Health Facilities Authority,
Floating Rate Note, 11/15/35 $ 2,788,555
15,000,000 A/Baa1 E-470 Public Highway Authority,
9/1/23 (c) 9,618,450
5,000,000 A/Baa1 E-470 Public Highway Authority,
9/1/27 (c) 2,413,850
12,500,000 A-/Baa2 Public Authority for Colorado Energy,
6.5%, 11/15/38 14,599,625
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 17
Schedule of Investments | 12/31/13 (continued)
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Colorado -- (continued)
2,500,000 NR/Baa3 Regional Transportation District, 6.0%,
1/15/26 $ 2,666,600
1,250,000 NR/Baa3 Regional Transportation District, 6.0%,
1/15/34 1,284,588
1,000,000 NR/Baa3 Regional Transportation District, 6.0%,
1/15/41 1,016,700
2,000,000 NR/Baa3 Regional Transportation District, 6.5%,
1/15/30 2,144,800
------------
$ 36,533,168
---------------------------------------------------------------------------------------------------
Connecticut -- 1.1%
4,795,000 AAA/Aaa Connecticut State Health & Educational
Facility Authority, 5.0%, 7/1/42 $ 4,920,437
1,000,000 NR/NR Connecticut State Health & Educational
Facility Authority, 5.5%, 7/1/17 1,001,850
2,470,000 B/NR Mohegan Tribe of Indians of Connecticut,
6.25%, 1/1/31 2,469,704
------------
$ 8,391,991
---------------------------------------------------------------------------------------------------
Delaware -- 0.6%
5,000,000 NR/Baa3 Delaware State Economic Development
Authority, 5.375%, 10/1/45 $ 4,712,800
---------------------------------------------------------------------------------------------------
District of Columbia -- 2.3%
10,000,000 BBB/Baa1 District of Columbia Tobacco Settlement
Financing Corp., 6.75%, 5/15/40 $ 9,949,500
7,950,000 NR/A1 District of Columbia, 4.25%, 6/1/37 7,132,342
------------
$ 17,081,842
---------------------------------------------------------------------------------------------------
Florida -- 3.4%
7,500,000 NR/Baa1 City of Tallahassee Florida, 6.375%,
12/1/30 $ 7,500,000
445,000 NR/NR County of Madison Florida, 6.0%,
7/1/25 408,105
5,000,000 A/A2 County of Miami-Dade Florida Aviation
Revenue, 5.5%, 10/1/41 5,176,200
3,000,000 NR/Baa1 Escambia County Health Facilities
Authority, 6.0%, 8/15/36 3,114,090
1,390,000 NR/NR Florida Development Finance Corp.,
6.0%, 9/15/30 1,311,548
1,830,000 A+/Aa3 Greater Orlando Aviation Authority, 5.0%,
10/1/25 1,998,268
765,000 BB/NR Lee County Industrial Development
Authority Florida, 4.75%, 6/15/14 770,615
2,000,000 BB/NR Lee County Industrial Development
Authority Florida, 5.375%, 6/15/37 1,820,300
3,400,000 NR/NR St. Johns County Industrial Development
Authority, 6.0%, 8/1/45 3,464,464
------------
$ 25,563,590
---------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
18 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Georgia -- 2.2%
5,750,000 A/Baa1 Burke County Development Authority,
7.0%, 1/1/23 $ 6,702,890
5,000,000 A-/Baa2 Main Street Natural Gas, Inc., 5.5%,
9/15/28 5,290,550
1,500,000 A/A2 Municipal Electric Authority of Georgia,
5.625%, 1/1/26 1,713,975
2,750,000 AA/Aa2 Private Colleges & Universities Authority,
5.0%, 10/1/43 2,883,925
------------
$ 16,591,340
---------------------------------------------------------------------------------------------------
Illinois -- 3.6%
3,000,000 NR/NR Illinois Finance Authority, 5.1%, 8/15/31 $ 2,917,260
1,000,000 A-/Baa1 Illinois Finance Authority, 5.25%, 5/1/40 974,860
4,000,000 BBB-/NR Illinois Finance Authority, 5.5%, 8/15/30 4,014,280
1,600,000 AA-/A3 Illinois Finance Authority, 6.0%, 8/15/25 1,637,408
1,000,000 NR/NR Illinois Finance Authority, 6.125%,
5/15/27 1,008,160
5,000,000 NR/Baa3 Illinois Finance Authority, 6.5%, 4/1/39 5,104,300
20,000,000 AAA/Baa1 Metropolitan Pier & Exposition Authority,
6/15/39 (c) 4,496,200
5,000,000 AA+/Aaa Metropolitan Pier & Exposition Authority,
7.0%, 7/1/26 (Pre-Refunded) 6,673,950
------------
$ 26,826,418
---------------------------------------------------------------------------------------------------
Indiana -- 2.2%
2,000,000 AA/Aa2 Indiana Bond Bank, 5.5%, 2/1/29 $ 2,167,920
2,000,000 BB-/B1 Indiana Finance Authority, 6.0%,
12/1/26 1,959,980
5,000,000 AA-/Aa3 Indiana Health & Educational Facilities
Financing Authority, 4.75%, 2/15/34 4,873,250
7,000,000 AA-/Aa3 Indiana Health & Educational Facilities
Financing Authority, 5.0%, 2/15/39 6,891,290
440,000 A/Aa1 Indianapolis Local Public Improvement
Bond Bank, 6.0%, 1/10/20 493,957
335,000 A/NR Indianapolis Local Public Improvement
Bond Bank, 6.75%, 2/1/14
(Pre-Refunded) 336,772
------------
$ 16,723,169
---------------------------------------------------------------------------------------------------
Louisiana -- 2.7%
6,000,000 BB+/Baa3 Jefferson Parish Hospital Service
District No. 2, 6.375%, 7/1/41 $ 6,145,200
615,000 BBB+/Baa1 Louisiana Local Government
Environmental Facilities & Community
Development Authority, 5.25%, 12/1/18 604,533
10,000,000 NR/Baa1 Louisiana Public Facilities Authority,
5.5%, 5/15/47 9,948,700
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 19
Schedule of Investments | 12/31/13 (continued)
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Louisiana -- (continued)
400,000 A-/A3 Louisiana State Citizens Property
Insurance Corp., 5.0%, 6/1/24 $ 426,496
500,000 AA-/A2 Louisiana State Citizens Property
Insurance Corp., 5.0%, 6/1/24 538,660
2,400,000 BBB/Baa1 Parish of St. John the Baptist Louisiana,
5.125%, 6/1/37 2,353,392
------------
$ 20,016,981
---------------------------------------------------------------------------------------------------
Maine -- 1.1%
4,500,000 NR/Ba1 Maine Health & Higher Educational
Facilities Authority, 6.75%, 7/1/36 $ 4,673,970
3,040,000 NR/Ba1 Maine Health & Higher Educational
Facilities Authority, 6.95%, 7/1/41 3,183,640
------------
$ 7,857,610
---------------------------------------------------------------------------------------------------
Maryland -- 2.2%
3,000,000 BB+/Ba2 County of Frederick Maryland, 5.625%,
9/1/38 $ 2,561,910
400,000 NR/NR Maryland Economic Development Corp.,
5.0%, 12/1/16 (d) 231,984
900,000 NR/NR Maryland Economic Development Corp.,
5.0%, 12/1/16 (d) 521,964
1,000,000 NR/NR Maryland Economic Development Corp.,
5.0%, 12/1/31 (d) 569,950
2,000,000 A/A3 Maryland Economic Development Corp.,
6.2%, 9/1/22 2,339,760
6,250,000 AA+/Aa2 Maryland Health & Higher Educational
Facilities Authority, 5.0%, 11/15/51 6,135,000
4,400,000 NR/Baa3 Maryland Health & Higher Educational
Facilities Authority, 5.75%, 7/1/38 4,063,884
------------
$ 16,424,452
---------------------------------------------------------------------------------------------------
Massachusetts -- 13.0%
2,000,000 NR/A2 Massachusetts Development Finance
Agency, 4.0%, 10/1/35 $ 1,758,260
2,500,000 A+/Aa3 Massachusetts Development Finance
Agency, 4.0%, 9/1/49 2,032,925
1,000,000 A-/A3 Massachusetts Development Finance
Agency, 5.0%, 10/1/21 1,145,150
1,000,000 A-/A3 Massachusetts Development Finance
Agency, 5.0%, 10/1/22 1,125,010
1,000,000 A-/A3 Massachusetts Development Finance
Agency, 5.0%, 10/1/30 1,012,100
4,000,000 A/A1 Massachusetts Development Finance
Agency, 5.0%, 10/1/48 4,009,840
1,585,000 AA+/Aa1 Massachusetts Development Finance
Agency, 5.0%, 6/1/25 1,762,980
The accompanying notes are an integral part of these financial statements.
20 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Massachusetts -- (continued)
4,200,000 AA+/Aa1 Massachusetts Development Finance
Agency, 5.0%, 7/1/43 $ 4,397,274
4,000,000 BBB+/NR Massachusetts Development Finance
Agency, 5.0%, 7/1/44 3,629,320
1,250,000 A+/A1 Massachusetts Development Finance
Agency, 5.0%, 9/1/50 1,243,662
1,000,000 BBB+/Baa3 Massachusetts Development Finance
Agency, 5.125%, 7/1/26 1,035,230
125,000 NR/Baa2 Massachusetts Development Finance
Agency, 5.15%, 10/1/14 127,136
1,680,000 BBB/NR Massachusetts Development Finance
Agency, 5.25%, 10/1/29 1,687,375
3,320,000 BBB/NR Massachusetts Development Finance
Agency, 5.25%, 10/1/37 3,218,939
1,980,000 AA-/A1 Massachusetts Development Finance
Agency, 5.375%, 4/1/41 2,051,320
500,000 BBB-/NR Massachusetts Development Finance
Agency, 5.5%, 1/1/35 457,020
1,100,000 NR/Baa2 Massachusetts Development Finance
Agency, 5.625%, 10/1/24 1,109,504
1,000,000 NR/Baa2 Massachusetts Development Finance
Agency, 5.7%, 10/1/34 1,003,740
6,185,000 A/NR Massachusetts Development Finance
Agency, 5.75%, 1/1/42 6,666,502
2,400,000 NR/NR Massachusetts Development Finance
Agency, 6.25%, 10/15/17 2,538,624
1,000,000 BBB/NR Massachusetts Development Finance
Agency, 6.75%, 1/1/36 1,104,160
1,000,000 BBB/NR Massachusetts Development Finance
Agency, 7.0%, 7/1/42 1,079,350
2,000,000 NR/A2 Massachusetts Health & Educational
Facilities Authority, 4.125%, 10/1/37 1,765,800
4,500,000 BB/NR Massachusetts Health & Educational
Facilities Authority, 4.625%, 8/15/28 3,786,300
3,750,000 BBB+/Baa1 Massachusetts Health & Educational
Facilities Authority, 5.25%, 7/1/38 3,659,138
1,550,000 BBB-/Baa3 Massachusetts Health & Educational
Facilities Authority, 5.25%, 7/15/18 1,552,124
2,335,000 BBB-/Baa3 Massachusetts Health & Educational
Facilities Authority, 5.375%, 7/1/35 2,301,353
12,000,000 AAA/Aaa Massachusetts Health & Educational
Facilities Authority, 5.5%, 7/1/32 14,585,040
1,000,000 AA-/Aa3 Massachusetts Port Authority, 5.0%,
7/1/32 1,057,430
1,000,000 AA-/Aa3 Massachusetts Port Authority, 5.0%,
7/1/33 1,051,580
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 21
Schedule of Investments | 12/31/13 (continued)
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Massachusetts -- (continued)
7,000,000 AA+/Aa2 Massachusetts School Building Authority,
5.0%, 8/15/29 $ 7,660,870
3,975,000 AA/Aa2 Massachusetts State College Building
Authority, 5.0%, 5/1/28 4,368,406
2,420,000 AA+/Aa1 Massachusetts Water Resources
Authority, 5.25%, 8/1/36 2,650,190
2,000,000 AAA/NR Town of Chatham Massachusetts, 3.5%,
6/15/37 1,701,360
4,500,000 AA+/NR Town of Wilmington Massachusetts, 4.0%,
3/15/37 4,141,215
2,500,000 AA-/Aa2 University of Massachusetts Building
Authority, 5.0%, 11/1/39 2,597,525
------------
$ 97,073,752
---------------------------------------------------------------------------------------------------
Michigan -- 1.5%
1,500,000 BB-/NR John Tolfree Health System Corp., 6.0%,
9/15/23 $ 1,434,000
3,235,000 NR/NR Michigan Public Educational Facilities
Authority, 5.875%, 6/1/37 2,872,874
2,000,000 NR/NR Michigan State Hospital Finance
Authority, 5.25%, 11/15/25 1,823,000
1,000,000 NR/NR Michigan State Hospital Finance
Authority, 5.5%, 11/15/35 842,040
4,850,000 AA-/Aa2 Wayne State University, 4.0%, 11/15/44 3,891,786
------------
$ 10,863,700
---------------------------------------------------------------------------------------------------
Mississippi -- 0.4%
2,750,000 BBB/Baa3 County of Warren Mississippi, 5.8%,
5/1/34 $ 2,805,165
---------------------------------------------------------------------------------------------------
Missouri -- 0.9%
5,795,000 AA-/Aa3 Health & Educational Facilities Authority
of the State of Missouri, 4.0%, 11/15/42 $ 4,761,172
2,000,000 A/NR Missouri Development Finance Board,
5.25%, 11/1/42 2,019,740
75,000 NR/Aaa Missouri State Environmental
Improvement & Energy Resources
Authority, 5.125%, 1/1/20 75,296
------------
$ 6,856,208
---------------------------------------------------------------------------------------------------
New Hampshire -- 1.3%
1,500,000 NR/A2 New Hampshire Health and Education
Facilities Authority Act, 4.0%, 10/1/33 $ 1,289,325
5,000,000 A-/NR New Hampshire Health and Education
Facilities Authority Act, 5.0%, 10/1/32 5,040,400
3,750,000 A-/NR New Hampshire Health and Education
Facilities Authority Act, 5.0%, 10/1/37 3,703,500
------------
$ 10,033,225
---------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
22 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
New Jersey -- 1.5%
475,000 NR/NR New Jersey Economic Development
Authority, 5.3%, 11/1/26 $ 414,076
450,000 NR/NR New Jersey Economic Development
Authority, 5.375%, 11/1/36 352,404
3,000,000 AAA/Aaa New Jersey Educational Facilities
Authority, 5.0%, 7/1/39 3,204,750
5,115,000 BBB-/Baa3 New Jersey Health Care Facilities
Financing Authority, 5.25%, 7/1/30 5,010,040
2,000,000 A+/A1 New Jersey Transportation Trust Fund
Authority, 5.5%, 6/15/41 2,077,940
------------
$ 11,059,210
---------------------------------------------------------------------------------------------------
New Mexico -- 0.1%
1,000,000 A/NR County of Dona Ana New Mexico, 5.25%,
12/1/25 $ 1,008,500
---------------------------------------------------------------------------------------------------
New York -- 2.8%
2,500,000 A/A3 Albany Industrial Development Agency,
5.25%, 11/15/32 $ 2,563,125
6,000,000 AAA/Aaa New York State Dormitory Authority,
5.0%, 10/1/41 6,316,140
5,515,000 A/Baa1 New York State Dormitory Authority,
5.25%, 7/1/24 5,956,476
1,000,000 BBB-/Baa3 Port Authority of New York & New Jersey,
6.0%, 12/1/36 1,066,850
3,400,000 BBB-/Baa3 Port Authority of New York & New Jersey,
6.0%, 12/1/42 3,606,788
1,500,000 AA-/Aa3 Port Authority of New York & New Jersey,
6.125%, 6/1/94 1,647,150
------------
$ 21,156,529
---------------------------------------------------------------------------------------------------
North Carolina -- 0.8%
2,250,000 A+/A1 North Carolina Medical Care Commission,
4.0%, 11/1/46 $ 1,791,180
5,000,000 A+/A1 North Carolina Medical Care Commission,
4.0%, 12/1/45 3,959,300
------------
$ 5,750,480
---------------------------------------------------------------------------------------------------
North Dakota -- 0.7%
5,000,000 A-/Baa1 County of McLean North Dakota, 5.15%,
7/1/40 $ 4,957,150
---------------------------------------------------------------------------------------------------
Ohio -- 4.6%
10,000,000 B-/B3 Buckeye Tobacco Settlement Financing
Authority, 5.75%, 6/1/34 $ 7,279,100
6,000,000 B-/B3 Buckeye Tobacco Settlement Financing
Authority, 6.5%, 6/1/47 4,840,380
2,000,000 AAA/Aaa City of Cincinnati Ohio Water System
Revenue, 5.0%, 12/1/36 2,095,760
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 23
Schedule of Investments | 12/31/13 (continued)
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Ohio -- (continued)
2,250,000 AAA/Aaa City of Cincinnati Ohio Water System
Revenue, 5.0%, 12/1/37 $ 2,356,200
1,500,000 NR/NR County of Cuyahoga Ohio, 6.0%, 5/15/37 1,405,230
1,500,000 NR/NR County of Cuyahoga Ohio, 6.0%, 5/15/42 1,385,100
5,000,000 NR/A3 County of Lake Ohio, 6.0%, 8/15/43 5,176,650
10,000,000 AA/A2 JobsOhio Beverage System, 5.0%, 1/1/38 10,101,100
------------
$ 34,639,520
---------------------------------------------------------------------------------------------------
Oklahoma -- 0.8%
5,165,000 A/Baa1 McGee Creek Authority, 6.0%, 1/1/23 $ 5,801,070
---------------------------------------------------------------------------------------------------
Oregon -- 0.9%
3,000,000 NR/Aa1 Deschutes & Jefferson Counties School
District No. 2J Redmond Oregon, 3.0%,
6/15/32 $ 2,441,520
2,000,000 AA+/NR Multnomah County School District No. 40,
6/15/30 (c) 876,040
2,000,000 AA+/NR Multnomah County School District No. 40,
6/15/31 (c) 826,220
1,715,000 AA+/NR Multnomah County School District No. 40,
6/15/32 (c) 656,416
1,735,000 A+/A1 Oregon Health & Science University, 4.0%,
7/1/31 1,650,922
------------
$ 6,451,118
---------------------------------------------------------------------------------------------------
Pennsylvania -- 4.0%
1,500,000 NR/WR Allentown Area Hospital Authority, 6.0%,
11/15/16 (Pre-Refunded) $ 1,597,665
5,000,000 A/Baa1 Lehigh County Industrial Development
Authority, 4.75%, 2/15/27 5,013,700
1,000,000 BBB/NR Montgomery County Industrial
Development Authority Pennsylvania,
5.0%, 12/1/24 1,012,430
1,000,000 BBB/NR Montgomery County Industrial
Development Authority Pennsylvania,
5.0%, 12/1/30 977,630
1,000,000 BBB-/Baa3 Pennsylvania Higher Educational Facilities
Authority, 5.0%, 7/1/42 874,060
1,000,000 BB+/Baa3 Pennsylvania Higher Educational Facilities
Authority, 6.0%, 7/1/43 971,750
11,500,000 0.84 BBB+/NR Pennsylvania Higher Educational Facilities
Authority, Floating Rate Note, 7/1/39 7,892,450
5,000,000 A-/A3 Pennsylvania Turnpike Commission, 5.3%,
12/1/41 5,049,800
1,000,000 BB-/NR Philadelphia Authority for Industrial
Development, 6.75%, 6/15/43 (144A) 967,130
2,000,000 AA/Aa2 Philadelphia Hospitals & Higher Education
Facilities Authority, 4.5%, 7/1/37 1,905,160
The accompanying notes are an integral part of these financial statements.
24 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Pennsylvania -- (continued)
5,000,000 BB+/Ba2 Philadelphia Hospitals & Higher
Education Facilities Authority, 5.0%,
7/1/34 $ 3,924,600
------------
$ 30,186,375
---------------------------------------------------------------------------------------------------
Puerto Rico -- 0.0%
75,000 NR/Baa3 Puerto Rico Public Buildings Authority,
5.25%, 7/1/33 (Pre-Refunded) $ 76,865
---------------------------------------------------------------------------------------------------
Rhode Island -- 0.7%
5,200,000 BB/Ba1 Tobacco Settlement Financing Corp.
Rhode Island, 6.25%, 6/1/42 $ 4,977,076
---------------------------------------------------------------------------------------------------
South Carolina -- 1.2%
8,265,000 AA-/A1 South Carolina State Public Service
Authority, 5.0%, 12/1/43 $ 8,201,194
500,000 AA+/Aaa State of South Carolina, 5.0%, 4/1/20 592,385
------------
$ 8,793,579
---------------------------------------------------------------------------------------------------
South Dakota -- 0.1%
65,000 NR/Aaa South Dakota Conservancy District,
5.625%, 8/1/17 (Pre-Refunded) $ 65,288
1,000,000 AA-/A1 South Dakota Health & Educational
Facilities Authority, 5.0%, 7/1/42 964,690
------------
$ 1,029,978
---------------------------------------------------------------------------------------------------
Texas -- 6.9%
7,100,000 BBB-/Baa2 Central Texas Regional Mobility Authority,
1/1/25 (c) $ 3,892,220
3,000,000 BBB-/Baa2 Central Texas Regional Mobility Authority,
1/1/26 (c) 1,526,550
3,000,000 BBB-/Baa2 Central Texas Regional Mobility Authority,
1/1/27 (c) 1,424,850
2,500,000 BB+/Baa3 Central Texas Regional Mobility Authority,
6.75%, 1/1/41 2,595,800
8,285,000 AA+/Aa2 Dallas Area Rapid Transit, 5.25%,
12/1/29 9,495,356
10,000,000 BBB+/A3 Dallas County Utility & Reclamation
District, 5.375%, 2/15/29 10,394,000
580,000 AA-/NR Eagle Mountain & Saginaw Independent
School District, 3.375%, 8/15/32 484,758
1,000,000 NR/Baa3 Harris County Cultural Education Facilities
Finance Corp., 5.0%, 6/1/28 982,830
500,000 NR/Baa3 Harris County Cultural Education Facilities
Finance Corp., 5.0%, 6/1/33 469,805
390,000 AAA/Aaa Houston Higher Education Finance Corp.,
5.0%, 5/15/40 406,957
2,000,000 A-/A2 North Texas Tollway Authority, 5.0%,
1/1/38 2,011,800
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 25
Schedule of Investments | 12/31/13 (continued)
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Texas -- (continued)
4,000,000 BBB/A3 Texas Municipal Gas Acquisition &
Supply Corp., III, 5.0%, 12/15/31 $ 3,812,960
10,410,000 NR/Baa3 Texas Private Activity Bond Surface
Transportation Corp., 7.0%, 6/30/40 11,253,730
2,255,000 BBB/NR Texas State Public Finance Authority
Charter School Finance Corp., 6.2%,
2/15/40 2,372,982
------------
$ 51,124,598
---------------------------------------------------------------------------------------------------
Utah -- 0.2%
1,115,000 AA-/NR South Davis Recreational District, 4.0%,
1/1/24 $ 1,179,804
500,000 BBB-/NR Utah State Charter School Finance
Authority, 5.75%, 7/15/20 526,090
------------
$ 1,705,894
---------------------------------------------------------------------------------------------------
Vermont -- 0.2%
1,295,000 BBB-/Baa Vermont Educational & Health Buildings
Financing Agency, 5.0%, 7/1/24 $ 1,254,907
---------------------------------------------------------------------------------------------------
Virginia -- 4.0%
13,990,000 B-/B2 Tobacco Settlement Financing Corp.
Virginia, 5.0%, 6/1/47 $ 8,693,666
4,000,000 AAA/Aaa University of Virginia, 5.0%, 6/1/37 4,288,440
5,000,000 AAA/Aaa University of Virginia, 5.0%, 6/1/43 5,308,300
3,650,000 AAA/Aaa Virginia Housing Development Authority,
3.125%, 1/1/37 2,804,112
7,500,000 BBB+/Baa1 Washington County Industrial
Development Authority Virginia, 7.75%,
7/1/38 8,448,375
------------
$ 29,542,893
---------------------------------------------------------------------------------------------------
Washington -- 8.0%
1,000,000 A+/NR City of Richland Washington Electric
Revenue, 4.0%, 11/1/42 $ 818,250
10,000,000 AA+/Aa1 City of Seattle Washington, 4.0%, 9/1/37 9,221,100
1,500,000 A/A1 Franklin County Public Utility District,
5.0%, 9/1/38 1,489,380
10,000,000 AA/NR FYI Properties, 5.5%, 6/1/39 10,480,500
10,000,000 AAA/NR King County Housing Authority, 5.5%,
5/1/38 10,359,100
3,000,000 A/A2 King County Public Hospital District No. 1,
5.25%, 12/1/37 3,053,040
5,600,000 AA+/Aaa University of Washington, 5.0%, 6/1/37 5,788,272
1,000,000 AA/Aa2 Washington Health Care Facilities
Authority, 4.25%, 10/1/37 865,090
10,000,000 AA/Aa2 Washington Health Care Facilities
Authority, 4.25%, 10/1/40 8,469,200
The accompanying notes are an integral part of these financial statements.
26 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
---------------------------------------------------------------------------------------------------
Floating S&P/Moody's
Principal Rate (b) Ratings
Amount ($) (unaudited) (unaudited) Value
---------------------------------------------------------------------------------------------------
Washington -- (continued)
5,000,000 AA/Aa2 Washington Health Care Facilities
Authority, 5.25%, 10/1/33 $ 5,245,400
2,400,000 BBB/Baa2 Washington Health Care Facilities
Authority, 6.125%, 8/15/37 2,450,064
1,635,000 NR/NR Washington State Housing Finance
Commission, 5.25%, 1/1/17 1,608,807
------------
$ 59,848,203
---------------------------------------------------------------------------------------------------
Wisconsin -- 0.6%
1,430,000 NR/A1 Adams-Friendship Area School District,
6.5%, 4/1/16 $ 1,608,121
3,000,000 A+/NR Wisconsin Health & Educational
Facilities Authority, 5.125%, 8/15/35 3,000,660
------------
$ 4,608,781
---------------------------------------------------------------------------------------------------
TOTAL MUNICIPAL BONDS
(Cost $744,183,340) $737,709,912
---------------------------------------------------------------------------------------------------
TOTAL INVESTMENT IN
SECURITIES -- 99.0%
(Cost $744,823,340) (a) $738,400,312
---------------------------------------------------------------------------------------------------
OTHER ASSETS & LIABILITIES -- 1.0% $ 7,505,387
---------------------------------------------------------------------------------------------------
TOTAL NET ASSETS -- 100.0% $745,905,699
===================================================================================================
(Pre-Refunded) Pre-refunded bonds have been collateralized by U.S. Treasury
securities which are held in escrow and used to pay principal and
interest on the tax-exempt issue and to retire the bonds in full
at the earliest refunding date.
+ Amount rounds to less than 0.1%.
* Non-income producing security.
NR Not rated by either S&P or Moody's.
WR Withdrawn rating.
(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 December 31, 2013, the value of these securities
amounted to $967,130 or 0.1% of total net assets.
(a) At December 31, 2013, the net unrealized depreciation on
investments based on cost for federal income tax purposes of
$742,862,839 was as follows:
Aggregate gross unrealized appreciation for all investments in which
there is an excess of value over tax cost $ 26,330,898
Aggregate gross unrealized depreciation for all investments in which
there is an excess of tax cost over value (30,793,425)
------------
Net unrealized depreciation $ (4,462,527)
============
Purchases and sales of securities (excluding temporary cash investments) for the
year ended December 31, 2013 aggregated $127,845,160 and $202,093,554,
respectively.
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 27
Schedule of Investments | 12/31/13 (continued)
(b) Debt obligation with a variable interest rate. Rate shown is rate at end of
period.
(c) Security is issued with a zero coupon. Income is earned through accretion of
discount.
(d) Security is in default and is non-income producing.
Various inputs are used in determining the value of the Fund's investments.
These inputs are summarized in the three broad levels listed below.
Level 1 - quoted prices in active markets for identical securities.
Level 2 - other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit
risk, etc.) See Notes to Financial Statements -- Note 1A.
Level 3 - significant unobservable inputs (including the Fund's own
assumptions in determining fair value of investments) See Notes to
Financial Statements -- Note 1A.
Generally, equity securities are categorized as Level 1, fixed income securities
and senior loans as Level 2 and securities valued using fair value methods
(other than prices supplied by independent pricing services) as Level 3. See
Notes to Financial Statements -- Note 1A.
The following is a summary of the inputs used as of December 31, 2013, in
valuing the Fund's investments:
--------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
--------------------------------------------------------------------------------
Common Stock $690,400 $ -- $ -- $ 690,400
Municipal Bonds -- 737,709,912 -- 737,709,912
--------------------------------------------------------------------------------
Total $690,400 $737,709,912 $ -- $738,400,312
================================================================================
During the year ended December 31, 2013, there were no transfers between Levels
1, 2 and 3.
The accompanying notes are an integral part of these financial statements.
28 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Statement of Assets and Liabilities | 12/31/13
ASSETS:
Investment in securities (cost $744,823,340) $ 738,400,312
Receivables --
Investment securities sold 895,171
Fund shares sold 1,347,285
Interest 10,670,827
Prepaid expenses 27,485
--------------------------------------------------------------------------------
Total assets $ 751,341,080
================================================================================
LIABILITIES:
Payables --
Fund shares repurchased $ 1,949,854
Dividends 600,570
Due to custodian 2,651,521
Due to affiliates 143,069
Accrued expenses 90,367
--------------------------------------------------------------------------------
Total liabilities $ 5,435,381
================================================================================
NET ASSETS:
Paid-in capital $ 856,920,788
Undistributed net investment income 12,273,270
Accumulated net realized loss on investments (116,865,331)
Net unrealized depreciation on investments (6,423,028)
--------------------------------------------------------------------------------
Total net assets $ 745,905,699
================================================================================
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (Based on $649,006,939/48,971,419 shares) $ 13.25
Class B (Based on $1,868,440/142,283 shares) $ 13.13
Class C (Based on $37,291,059/2,837,698 shares) $ 13.14
Class Y (Based on $57,739,261/4,372,331 shares) $ 13.21
MAXIMUM OFFERING PRICE:
Class A ($13.25 (divided by) 95.5%) $ 13.87
================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 29
Statement of Operations
For the Year Ended 12/31/13
INVESTMENT INCOME:
Interest $43,003,509
----------------------------------------------------------------------------------------
Total investment income $ 43,003,509
========================================================================================
EXPENSES:
Management fees $ 3,951,965
Transfer agent fees
Class A 244,653
Class B 3,028
Class C 5,775
Class Y 1,676
Distribution fees
Class A 1,862,221
Class B 26,147
Class C 424,075
Shareholder communication expense 347,135
Administrative reimbursements 259,553
Custodian fees 12,436
Registration fees 98,304
Professional fees 79,520
Printing expense 25,882
Fees and expenses of nonaffiliated trustees 31,177
Miscellaneous 102,574
----------------------------------------------------------------------------------------
Total expenses $ 7,476,121
Less fees waived and expenses reimbursed by Pioneer
Investment Management, Inc. $ (243,558)
----------------------------------------------------------------------------------------
Net expenses $ 7,232,563
----------------------------------------------------------------------------------------
Net investment income $ 35,770,946
----------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments $ 9,368,522
----------------------------------------------------------------------------------------
Change in net unrealized depreciation on Investments $ (94,170,807)
----------------------------------------------------------------------------------------
Net loss on investments $ (84,802,285)
----------------------------------------------------------------------------------------
Net decrease in net assets resulting from operations $ (49,031,339)
========================================================================================
The accompanying notes are an integral part of these financial statements.
30 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Statements of Changes in Net Assets
------------------------------------------------------------------------------------------
Year Year
Ended Ended
12/31/13 12/31/12
------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income $ 35,770,946 $ 39,977,490
Net realized gain on investments 9,368,522 3,042,934
Change in net unrealized appreciation (depreciation)
on investments (94,170,807) 67,864,836
------------------------------------------------------------------------------------------
Net increase (decrease) in net assets resulting
from operations $ (49,031,339) $ 110,885,260
------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income:
Class A ($0.55 and $0.54 per share, respectively) $ (29,223,000) $ (30,629,957)
Class B ($0.42 and $0.41 per share, respectively) (78,184) (113,799)
Class C ($0.44 and $0.43 per share, respectively) (1,343,060) (1,291,975)
Class Y ($0.58 and $0.58 per share, respectively) (3,050,162) (3,102,624)
------------------------------------------------------------------------------------------
Total distributions to shareowner $ (33,694,406) $ (35,138,355)
------------------------------------------------------------------------------------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale or exchange of shares $ 68,894,166 $ 137,410,078
Reinvestment of distributions 26,185,710 25,159,398
Cost of shares repurchased (225,484,150) (154,665,212)
------------------------------------------------------------------------------------------
Net increase (decrease) in net assets resulting from
Fund share transactions $ (130,404,274) $ 7,904,264
------------------------------------------------------------------------------------------
Net increase (decrease) in net assets $ (213,130,019) $ 83,651,169
NET ASSETS:
Beginning of year 959,035,718 875,384,549
------------------------------------------------------------------------------------------
End of year $ 745,905,699 $ 959,035,718
==========================================================================================
Undistributed net investment income $ 12,273,270 $ 10,197,743
==========================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 31
Statement of Changes in Net Assets (continued)
-------------------------------------------------------------------------------------------
'13 Shares '13 Amount '12 Shares '12 Amount
-------------------------------------------------------------------------------------------
Class A
Shares sold 2,413,717 $ 34,006,081 6,693,162 $ 95,002,400
Reinvestment of distributions 1,638,671 22,689,996 1,605,264 22,792,630
Less shares repurchased (11,670,231) (160,686,248) (8,972,023) (127,141,766)
-------------------------------------------------------------------------------------------
Net decrease (7,617,843) $ (103,990,171) (673,597) $ (9,346,736)
===========================================================================================
Class B
Shares sold or exchanged 844 $ 11,584 9,465 $ 134,342
Reinvestment of distributions 4,064 56,091 6,595 92,776
Less shares repurchased (98,932) (1,369,802) (107,780) (1,580,836)
-------------------------------------------------------------------------------------------
Net decrease (94,024) $ (1,302,127) (91,720) $ (1,353,718)
===========================================================================================
Class C
Shares sold 811,984 $ 11,245,597 884,256 $ 12,595,623
Reinvestment of distributions 75,251 1,032,280 67,268 947,915
Less shares repurchased (1,172,271) (15,834,811) (675,470) (9,501,376)
-------------------------------------------------------------------------------------------
Net increase (decrease) (285,036) $ (3,556,934) 276,054 $ 4,042,162
===========================================================================================
Class Y
Shares sold 1,689,829 $ 23,630,904 2,075,350 $ 29,677,713
Reinvestment of distributions 173,595 2,407,343 92,847 1,326,077
Less shares repurchased (3,432,449) (47,593,289) (1,156,404) (16,441,234)
-------------------------------------------------------------------------------------------
Net increase (decrease) (1,569,025) $ (21,555,042) 1,011,793 $ 14,562,556
===========================================================================================
The accompanying notes are an integral part of these financial statements.
32 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Financial Highlights
--------------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Year Ended Ended Ended Ended
12/31/13 12/31/12 12/31/11 12/31/10 12/31/09
--------------------------------------------------------------------------------------------------------------------------
Class A
Net asset value, beginning of period $ 14.56 $ 13.40 $ 12.56 $ 12.86 $ 10.90
--------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.61 $ 0.61 $ 0.62 $ 0.57 $ 0.59
Net realized and unrealized gain (loss) on investments (1.37) 1.09 0.82 (0.28) 1.99
--------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (0.76) $ 1.70 $ 1.44 $ 0.29 $ 2.58
--------------------------------------------------------------------------------------------------------------------------
Distributions to shareowners:
Net investment income $ (0.55) $ (0.54) $ (0.60) $ (0.59) $ (0.61)
Net realized gain -- -- -- -- (0.01)
--------------------------------------------------------------------------------------------------------------------------
Total distributions $ (0.55) $ (0.54) $ (0.60) $ (0.59) $ (0.62)
--------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (1.31) $ 1.16 $ 0.84 $ (0.30) $ 1.96
--------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 13.25 $ 14.56 $ 13.40 $ 12.56 $ 12.86
==========================================================================================================================
Total return* (5.33)% 12.87%(a) 11.73% 2.15% 24.01%
Ratio of net expenses to average net assets 0.82% 0.82% 0.82% 0.82% 0.82%
Ratio of net investment income to average net assets 4.16% 4.35% 4.77% 4.55% 4.94%
Portfolio turnover rate 15% 17% 14% 18% 18%
Net assets, end of period (in thousands) $649,007 $824,216 $767,290 $749,235 $479,599
Ratios with no waiver of fees and assumption of expenses by the
Adviser and no reduction for fees paid indirectly:
Total expenses 0.84% 0.83% 0.87% 0.85% 0.88%
Net investment income 4.14% 4.33% 4.72% 4.52% 4.88%
==========================================================================================================================
(a) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended December 31, 2012, the total return would have been
12.64%.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of each period and no sales
charges'. Total return would be reduced if sales charges were taken into
account.
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 33
Financial Highlights (continued)
---------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
12/31/13 12/31/12 12/31/11 12/31/10 12/31/09
---------------------------------------------------------------------------------------------------------------------
Class B
Net asset value, beginning of period $ 14.46 $ 13.30 $ 12.48 $ 12.78 $ 10.83
---------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.56 $ 0.52 $ 0.55 $ 0.46 $ 0.50
Net realized and unrealized gain (loss) on investments (1.47) 1.05 0.75 (0.29) 1.96
---------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (0.91) $ 1.57 $ 1.30 $ 0.17 $ 2.46
---------------------------------------------------------------------------------------------------------------------
Distributions to shareowners:
Net investment income $ (0.42) $ (0.41) $ (0.48) $ (0.47) $ (0.50)
Net realized gain -- -- -- -- (0.01)
---------------------------------------------------------------------------------------------------------------------
Total distributions $ (0.42) $ (0.41) $ (0.48) $ (0.47) $ (0.51)
---------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (1.33) $ 1.16 $ 0.82 $ (0.30) $ 1.95
---------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 13.13 $ 14.46 $ 13.30 $ 12.48 $ 12.78
=====================================================================================================================
Total return* (6.39)% 11.94%(a) 10.63% 1.25% 22.97%
Ratio of net expenses to average net assets 1.72% 1.72% 1.72% 1.68% 1.71%
Ratio of net investment income to average net assets 3.23% 3.46% 3.93% 3.68% 4.06%
Portfolio turnover rate 15% 17% 14% 18% 18%
Net assets, end of period (in thousands) $ 1,868 $ 3,418 $ 4,364 $ 8,169 $ 5,838
Ratios with no waiver of fees and assumption of expenses by the
Adviser and no reduction for fees paid indirectly:
Total expenses 1.76% 1.75% 1.74% 1.68% 1.71%
Net investment income 3.19% 3.43% 3.90% 3.68% 4.06%
=====================================================================================================================
(a) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended December 31, 2012, the total return would have been
11.81%.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of each period and no sales
charges'. Total return would be reduced if sales charges were taken into
account.
The accompanying notes are an integral part of these financial statements.
34 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
---------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
12/31/13 12/31/12 12/31/11 12/31/10 12/31/09
---------------------------------------------------------------------------------------------------------------------
Class C
Net asset value, beginning of period $ 14.44 $ 13.29 $ 12.46 $ 12.77 $ 10.83
---------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.49 $ 0.49 $ 0.51 $ 0.47 $ 0.47
Net realized and unrealized gain (loss) on investments (1.35) 1.09 0.81 (0.30) 1.98
---------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (0.86) $ 1.58 $ 1.32 $ 0.17 $ 2.45
---------------------------------------------------------------------------------------------------------------------
Distributions to shareowners:
Net investment income $ (0.44) $ (0.43) $ (0.49) $ (0.48) $ (0.50)
Net realized gain -- -- -- -- (0.01)
---------------------------------------------------------------------------------------------------------------------
Total distributions $ (0.44) $ (0.43) $ (0.49) $ (0.48) $ (0.51)
---------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (1.30) $ 1.15 $ 0.83 $ (0.31) $ 1.94
---------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 13.14 $ 14.44 $ 13.29 $ 12.46 $ 12.77
=====================================================================================================================
Total return* (6.05)% 12.03%(a) 10.84% 1.26% 22.93%
Ratio of net expenses to average net assets 1.59% 1.58% 1.61% 1.60% 1.64%
Ratio of net investment income to average net assets 3.39% 3.58% 3.98% 3.78% 4.08%
Portfolio turnover rate 15% 17% 14% 18% 18%
Net assets, end of period (in thousands) $37,291 $45,106 $37,834 $38,548 $26,422
Ratios with no waiver of fees and assumption of expenses by the
Adviser and no reduction for fees paid indirectly:
Total expenses 1.59% 1.58% 1.61% 1.60% 1.64%
Net investment income 3.39% 3.58% 3.98% 3.78% 4.08%
=====================================================================================================================
(a) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended December 31, 2012, the total return would have been
11.87%.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of each period and no sales
charges'. Total return would be reduced if sales charges were taken into
account.
The accompanying notes are an integral part of these financial statements.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 35
Financial Highlights (continued)
---------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
12/31/13 12/31/12 12/31/11 12/31/10 12/31/09
---------------------------------------------------------------------------------------------------------------------
Class Y
Net asset value, beginning of period $ 14.52 $ 13.37 $ 12.53 $ 12.84 $ 10.89
---------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.68 $ 0.63 $ 0.67 $ 0.58 $ 0.63
Net realized and unrealized gain (loss) on investments (1.41) 1.10 0.80 (0.26) 1.96
---------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (0.73) $ 1.73 $ 1.47 $ 0.32 $ 2.59
---------------------------------------------------------------------------------------------------------------------
Distributions to shareowners:
Net investment income $ (0.58) $ (0.58) $ (0.63) $ (0.63) $ (0.63)
Net realized gain -- -- -- -- (0.01)
---------------------------------------------------------------------------------------------------------------------
Total distributions $ (0.58) $ (0.58) $ (0.63) $ (0.63) $ (0.64)
---------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (1.31) $ 1.15 $ 0.84 $ (0.31) $ 1.95
---------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 13.21 $ 14.52 $ 13.37 $ 12.53 $ 12.84
=====================================================================================================================
Total return* (5.10)% 13.12%(a) 12.04% 2.34% 24.22%
Ratio of net expenses to average net assets 0.55% 0.55% 0.55% 0.55% 0.58%
Ratio of net investment income to average net assets 4.41% 4.60% 5.04% 4.81% 5.17%
Portfolio turnover rate 15% 17% 14% 18% 18%
Net assets, end of period (in thousands) $57,739 $86,296 $65,896 $76,959 $21,963
Ratios with no waiver of fees and assumption of expenses by the
Adviser and no reduction for fees paid indirectly:
Total expenses 0.67% 0.58% 0.57% 0.55% 0.58%
Net investment income 4.29% 4.57% 5.02% 4.80% 5.17%
=====================================================================================================================
(a) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended December 31, 2012, the total return would have been
12.85%.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of each period.
The accompanying notes are an integral part of these financial statements.
36 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Notes to Financial Statements | 12/31/13
1. Organization and Significant Accounting Policies
Pioneer AMT-Free Municipal Fund (the Fund) is one of two series comprising
Pioneer Series Trust II, a Delaware statutory trust. The Fund is registered
under the Investment Company Act of 1940 as a diversified, open-end management
investment company. The investment objective of the Fund is to seek a high level
of current income exempt from federal income tax as is consistent with the
relative stability of capital.
The Fund offers four classes of shares designated as Class A, Class B, Class C
and Class Y shares. Effective as of the close of business on December 31, 2009,
Class B shares are no longer offered to new or existing shareholders, except
that dividends and/or capital gain distributions may continue to be reinvested
in Class B shares, and shareholders may exchange their Class B shares for Class
B shares of other Pioneer funds, as permitted by existing exchange privileges.
Each class of shares represents an interest in the same portfolio of investments
of the Fund and has identical rights (based on relative net asset values) to
assets and liquidation proceeds. Share classes can bear different rates of
class-specific fees and expenses such as transfer agent and distribution fees.
Differences in class-specific fees and expenses will result in differences in
net investment income and, therefore, the payment of different dividends from
net investment income earned by each class. The Amended and Restated Declaration
of Trust of the Fund gives the Board the flexibility to specify either per share
voting or dollar-weighted voting when submitting matters for shareholder
approval. Under per share voting, each share of a class of the Fund is entitled
to one vote. Under dollar-weighted voting, a shareholder's voting power is
determined not by the number of shares owned, but by the dollar value of the
shares on the record date. Each share class has exclusive voting rights with
respect to matters affecting only that class, including with respect to the
distribution plan for that class. There is no distribution plan for Class Y
shares. Class B shares convert to Class A shares approximately eight years after
the date of purchase.
The Fund's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the Fund
to, among other things, make estimates and assumptions that affect the reported
amounts of assets and liabilities, the disclosure of contingent assets and
liabilities at the date of the financial statements, and the reported amounts of
income, expenses, and gain or loss on investments during the reporting period.
Actual results could differ from those estimates.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 37
The following is a summary of significant accounting policies followed by the
Fund in the preparation of its financial statements, which are consistent with
those policies generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. The net asset value of
the Fund is computed once daily, on each day the New York Stock Exchange
(NYSE) is open, as of the close of regular trading on the NYSE. Fixed income
securities with remaining maturity of more than sixty days are valued at
prices supplied by independent pricing services, which consider such factors
as market prices, market events, quotations from one or more brokers,
Treasury spreads, yields, maturities and ratings. Valuations may be
supplemented by dealers and other sources, as required. Equity securities
that have traded on an exchange are valued at the last sale price on the
principal exchange where they are traded. Equity securities that have not
traded on the date of valuation, or securities for which sale prices are not
available, generally are valued using the mean between the last bid and
asked prices. Short-term fixed income securities with remaining maturities
of sixty days or less generally are valued at amortized cost. Shares of
money market mutual funds are valued at such Funds' net asset value.
Securities for which independent pricing services are unable to supply
prices or for which market prices and/or quotations are not readily
available or are considered to be unreliable are valued by a fair valuation
team comprised of certain personnel of Pioneer Investment Management, Inc.
(PIM), the Fund's investment adviser, pursuant to procedures adopted by the
Fund's Board of Trustees. PIM's fair valuation team uses fair value methods
approved by the Valuation Committee of the Board of Trustees. PIM's fair
valuation team is responsible for monitoring developments that may impact
fair valued securities and for discussing and assessing fair values on an
ongoing basis, and at least quarterly, with the Valuation Committee of the
Board of Trustees.
Inputs used when applying fair value methods to value a security may include
credit ratings, the financial condition of the company, current market
conditions and comparable securities. The Fund may use fair value methods if
it is determined that a significant event has occurred after the close of
the exchange or market on which the security trades and prior to the
determination of the Fund's net asset value. Examples of a significant event
might include political or economic news, corporate restructurings, natural
disasters, terrorist activity or trading halts. Thus, the valuation of the
Fund's securities may differ significantly from exchange prices and such
differences could be material.
At December 31, 2013, no securities were valued using fair value methods
(other than securities valued using prices supplied by independent pricing
services).
38 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Discount and premium on debt securities are accreted or amortized,
respectively, daily into interest income on a yield-to-maturity basis over
the life of the respective security with a corresponding increase or
decrease in the cost basis of the security. Interest income, including
interest on income bearing cash accounts, is recorded on the accrual basis.
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
B. Federal Income Taxes
It is the Fund's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no provision for federal income taxes is required.
As of December 31, 2013, the Fund did not accrue any interest or penalties
related to uncertain tax positions, which, if applicable, would be recorded
as an income tax expense in the Statement of Operations. Tax returns filed
within the prior three years remain subject to examination by federal and
state tax authorities.
The amount and character of income and capital gain distributions to
shareowners are determined in accordance with federal income tax rules,
which may differ from U.S. generally accepted accounting principles.
Distributions in excess of net investment income or net realized gains are
temporary overdistributions for financial statement purposes resulting from
differences in the recognition or classification of income or distributions
for financial statement and tax purposes. Capital accounts within the
financial statements are adjusted for permanent book/tax differences to
reflect tax character, but are not adjusted for temporary differences. At
December 31, 2013, the Fund reclassified $1,013 to decrease undistributed
net investment income and $1,013 to decrease accumulated net realized loss
on investments to reflect permanent book/tax differences. These adjustments
have no impact on net assets, or the results of operations.
At December 31, 2013, the Fund was permitted to carry forward indefinitely
$3,291,643 of short-term losses and $3,113,488 of long-term losses without
limitation. Additionally, at December 31, 2013, the Fund had a net capital
loss carryforward of $110,426,562, of which, the following amounts will
expire between 2014 and 2017 if not utilized: $61,017,188 in 2014,
$4,164,490 in 2015, $31,743,687 in 2016 and $13,501,197 in 2017. Included in
this amount is $102,354,489 of capital losses which, as a result of the
reorganization with Pioneer Tax Free Income Fund on March 5, 2010 may be
subject to limitations imposed by the Internal Revenue Code. Since unlimited
losses are required to be used first, loss carryforwards that are subject to
expiration may be more likely to expire unused.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 39
During the year ended December 31, 2013, a capital loss carryforward of
$11,339,661 was utilized to offset net realized gains by the fund.
The tax character of distributions paid during the years ended December 31,
2013 and December 31, 2012 was as follows:
----------------------------------------------------------------------------
2013 2012
----------------------------------------------------------------------------
Distributions paid from:
Ordinary income $ 2,400,373 $ 3,293,392
Tax-exempt income 31,294,033 31,844,963
----------------------------------------------------------------------------
Total $33,694,406 $35,138,355
============================================================================
The following shows the components of distributable earnings on a federal
income tax basis at December 31, 2013:
----------------------------------------------------------------------------
2013
----------------------------------------------------------------------------
Distributable earnings:
Undistributed tax-exempt income $ 10,279,131
Capital loss carryforward (116,831,693)
Net unrealized depreciation (4,462,527)
----------------------------------------------------------------------------
Total (111,015,089)
============================================================================
The difference between book-basis and tax-basis depreciation is attributable
to the tax deferrals of losses on wash sales and tax treatment of premium
and amortization.
C. Fund Shares
The Fund records sales and repurchases of its shares as of trade date.
Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the
Fund and a wholly owned indirect subsidiary of UniCredit S.p.A.,
(UniCredit), earned $38,515 in underwriting commissions on the sale of Class
A shares during the year ended December 31, 2013.
D. Class Allocations
Income, common expenses and realized and unrealized gains and losses are
calculated at the Fund level and allocated daily to each class of shares
based on its respective percentage of adjusted net assets at the beginning
of the day.
Distribution fees are calculated based on the average daily net asset value
attributable to Class A, Class B and Class C shares of the Fund,
respectively (see Note 4). Class Y shares do not pay distribution fees. All
expenses and fees paid to the transfer agent, Pioneer Investment Management
Shareholder Services, Inc. (PIMSS), for its services are allocated among the
classes of shares based on the number of accounts in each class and the
ratable allocation of related out-of-pocket expenses (see Note 3).
40 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
The Fund declares as daily dividends substantially all of its net investment
income. All dividends are paid on a monthly basis. Short-term capital gain
distributions, if any, may be declared with the daily dividends.
Distributions to shareowners are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner and at the same time, except that net
investment income dividends to Class A, Class B, Class C and Class Y shares
can reflect different transfer agent and distribution expense rates.
E. Risks
At times, the Fund's investments may represent industries or industry
sectors that are interrelated or have common risks, making the Fund more
susceptible to any economic, political, or regulatory developments or other
risks affecting those industries and sectors. The Fund's prospectus contains
unaudited information regarding the Fund's principal risks. Please refer to
that document when considering the Fund's principal risks.
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredit, manages the Fund's
portfolio. Management fees are calculated daily at the annual rate of 0.50% of
the Fund's average daily net assets up to $250 million; 0.45% of the next $500
million; and 0.40% of the excess over $750 million. For the year ended December
31, 2013, the effective management fee (excluding waivers and/or assumption of
expenses) was equivalent to 0.46% of the Fund's average daily net assets.
PIM has contractually agreed to limit ordinary operating expenses of the Fund to
the extent required to reduce Fund expenses to 0.82%, 1.72%, 1.72% and 0.55% of
the average daily net assets attributable to Class A, Class B, Class C and Class
Y shares, respectively. Fees waived and expenses reimbursed during the year
ended December 31, 2013 are reflected on the Statement of Operations. These
expense limitations are in effect through May 1, 2015. There can be no assurance
that PIM will extend the expense limit agreement for a class of shares beyond
the date referred to above.
In addition, under the management and administration agreements, certain other
services and costs, including accounting, regulatory reporting and insurance
premiums, are paid by the Fund as administrative reimbursements. Included in
"Due to affiliates" reflected on the Statement of Assets and Liabilities is
$50,282 in management fees, administrative costs and certain other
reimbursements payable to PIM at December 31, 2013.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 41
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially
all transfer agent and shareowner services to the Fund at negotiated rates. In
addition, the Fund reimburses PIMSS for out-of-pocket expenses incurred by PIMSS
related to shareholder communications activities such as proxy and statement
mailings, outgoing phone calls and omnibus relationship contracts.
For the year ended December 31, 2013, such out-of-pocket expenses by class of
shares were as follows:
--------------------------------------------------------------------------------
Shareholder Communications:
--------------------------------------------------------------------------------
Class A $224,692
Class B 3,036
Class C 19,901
Class Y 99,506
--------------------------------------------------------------------------------
Total $347,135
================================================================================
Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $70,791 in transfer agent fees and out-of-pocket reimbursements
payable to PIMSS at December 31, 2013.
4. Distribution Plan
The Fund has adopted a Distribution Plan pursuant to Rule 12b-1 of the
Investment Company Act of 1940 with respect to its Class A, Class B and Class C
shares. Pursuant to the Plan, the Fund pays PFD 0.25% of the average daily net
assets attributable to Class A shares as compensation for personal services
and/or account maintenance services or distribution services with regard to
Class A shares. Pursuant to the Plan, the Fund also pays PFD 1.00% of the
average daily net assets attributable to Class B and Class C shares. The fee for
Class B and Class C shares consists of a 0.25% service fee and a 0.75%
distribution fee paid as compensation for personal services and/or account
maintenance services or distribution services with regard to Class B and Class C
shares. Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $21,996 in distribution fees payable to PFD at December 31, 2013.
In addition, redemptions of each class of shares (except Class Y shares) may be
subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be
imposed on redemptions of certain net asset value purchases of Class A shares
within 12 months of purchase. Class B shares that are redeemed within five years
of purchase are subject to a CDSC at declining rates beginning at 4.00%, based
on the lower of cost or market value of shares being redeemed. Redemptions of
Class C shares within 12 months of purchase are subject to a CDSC of 1.00%,
based on the lower of cost or market value of shares being redeemed. Shares
purchased as part of an exchange remain subject to any
42 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
CDSC that applied to the original purchase of those shares. There is no CDSC for
Class Y shares. Proceeds from the CDSC are paid to PFD. For the year ended
December 31, 2013, CDSC in the amount of $32,910 were paid to PFD.
5. Expense Offset Arrangements
The Fund has entered into certain expense offset arrangements with PIMSS which
may result in a reduction in the Fund's total expenses due to interest earned on
cash held by PIMSS. For the year ended December 31, 2013, the Fund's expenses
were not reduced under such arrangements.
6. Line of Credit Facility
The Fund, along with certain other funds in the Pioneer Family of Funds (the
Funds), participates in a committed, unsecured revolving line of credit
facility. Borrowings are used solely for temporary or emergency purposes. The
Fund may borrow up to the lesser of the amount available under the facility or
the limits set for borrowing by the Fund's prospectus and the 1940 Act. The
credit facility is in the amount of $215 million. Under such facility, depending
on the type of loan, interest on borrowings is payable at the London Interbank
Offered Rate(LIBOR) plus 0.90% on an annualized basis, or the Alternate Base
Rate, which is the greater of (a) the facility's administrative agent's daily
announced prime rate on the borrowing date, (b) 2% plus the Federal Funds Rate
on the borrowing date and (c) 2% plus the overnight Euro dollar rate on the
borrowing date. The Funds pay an annual commitment fee to participate in a
credit facility. The commitment fee is allocated among participating Funds based
on an allocation schedule set forth in the credit agreement. For the year ended
December 31, 2013, the Fund had no borrowings under the credit facility.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 43
Report of Independent Registered Public Accounting Firm
To the Board of Trustees of Pioneer Series Trust II and Shareowners of Pioneer
AMT-Free Municipal Fund:
--------------------------------------------------------------------------------
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of Pioneer AMT-Free Municipal Fund (the "Fund")
(one of the portfolios of the Pioneer Series Trust II) as of December 31, 2013,
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 five 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.
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 December 31, 2013, by correspondence with the custodian
and brokers. 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 AMT-Free Municipal Fund at December 31, 2013, 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 the financial highlights for each of
the five years in the period then ended, in conformity with U.S. generally
accepted accounting principles.
/s/ Ernst & Young LLP
Boston, Massachusetts
February 25, 2014
44 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Approval of Investment Advisory Agreement
Pioneer Investment Management, Inc. (PIM) serves as the investment adviser to
Pioneer AMT-Free Municipal Fund (the Fund) pursuant to an investment advisory
agreement between PIM and the Fund. In order for PIM to remain the investment
adviser of the Fund, the Trustees of the Fund must determine annually whether to
renew the investment advisory agreement for the Fund.
The contract review process began in March 2013 as the Trustees of the Fund
agreed on, among other things, an overall approach and timeline for the process.
In July 2013, the Trustees approved the format of the contract review materials
and submitted their formal request to PIM to furnish information necessary to
evaluate the terms of the investment advisory agreement. The contract review
materials were provided to the Trustees in July 2013 and September 2013. After
reviewing and discussing the materials, the Trustees submitted a request for
additional information to PIM, and materials were provided in response to this
request. Meetings of the Independent Trustees of the Fund were held in July,
September, and November, 2013 to review and discuss the contract review
materials. In addition, the Trustees took into account the information related
to the Fund provided to the Trustees at regularly scheduled meetings.
At a meeting held on November 12, 2013, based on their evaluation of the
information provided by PIM and third parties, the Trustees of the Fund,
including the Independent Trustees voting separately, unanimously approved the
renewal of the investment advisory agreement for another year. In considering
the renewal of the investment advisory agreement, the Trustees considered
various factors that they determined were relevant, including the factors
described below. In all quintile rankings referred to throughout this
disclosure, first quintile is most favorable to the Fund's shareowners. Thus,
highest relative performance would be first quintile and lowest relative
expenses would also be first quintile. The Trustees did not identify any single
factor as the controlling factor in determining to approve the renewal of the
agreement.
Nature, Extent and Quality of Services
The Trustees considered the nature, extent and quality of the services that had
been provided by PIM to the Fund, taking into account the investment objective
and strategy of the Fund. The Trustees reviewed the terms of the investment
advisory agreement. The Trustees also reviewed PIM's investment approach for the
Fund and its research process. The Trustees considered the resources of PIM and
the personnel of PIM who provide investment management services to the Fund.
They also reviewed the amount of non-Fund assets managed by the portfolio
managers of the Fund. The Trustees considered the non-investment resources and
personnel of PIM involved in PIM's services to the Fund, including PIM's
compliance and legal resources and personnel. The Trustees noted the substantial
attention and high priority given by PIM's senior management to the Pioneer fund
complex.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 45
The Trustees considered that PIM supervises and monitors the performance of the
Fund's service providers and provides the Fund with personnel (including Fund
officers) and other resources that are necessary for the Fund's business
management and operations. The Trustees also considered that, as administrator,
PIM is responsible for the administration of the Fund's business and other
affairs. The Trustees considered the fees paid to PIM for the provision of
administration services.
Based on these considerations, the Trustees concluded that the nature, extent
and quality of services that had been provided by PIM to the Fund were
satisfactory and consistent with the terms of the investment advisory agreement.
Performance of the Fund
The Trustees review the Fund's performance on a regular basis, based on analysis
and data prepared by PIM for this purpose and discuss performance issues with
PIM on an ongoing basis. For purposes of their contract renewal deliberations,
the Trustees considered the performance results of the Fund over various time
periods. They reviewed information comparing the Fund's performance with the
performance of its peer group of funds as classified by Morningstar, Inc.
(Morningstar), an independent provider of investment company data, and with the
performance of the Fund's benchmark index. The Trustees considered that the
Fund's annualized total return was in the first quintile of its Morningstar
category for the one, three, five and ten year periods ended June 30, 2013. The
Trustees also considered that the Fund's yield (for the twelve months ended June
30, 2013) exceeded the yield of the Fund's benchmark index for the same period.
The Trustees noted the discussions held throughout the year regarding the Fund's
performance and confirmed that those discussions were factored into the
Trustees' deliberations concerning the renewal of the advisory agreement. The
Trustees concluded that the investment performance of the Fund was satisfactory.
Management Fee and Expenses
The Trustees considered information showing the fees and expenses of the Fund in
comparison to the management fees and expense ratios of its peer group of funds
as classified by Morningstar and also to the expense ratios of a peer group of
funds selected on the basis of criteria determined by the Independent Trustees
for this purpose using data provided by Strategic Insight Mutual Fund Research
and Consulting, LLC (Strategic Insight), an independent third party.
The Trustees considered that the Fund's management fee for the twelve months
ended June 30, 2013 was in the third quintile relative to the management fees
paid by other funds in its Morningstar peer group for the comparable period. The
Trustees also considered the breakpoints in the management fee schedule and the
reduced fee rates above certain asset levels.
46 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
The Trustees considered that the Fund's expense ratio for the twelve months
ended June 30, 2013 was in the fourth quintile relative to its Morningstar peer
group and in the third quintile relative to its Strategic Insight peer group, in
each case for the comparable period. The Trustees noted that PIM was waiving
fees and/or reimbursing expenses in order to limit the ordinary operating
expenses of the Fund. They also noted that the Fund's expense ratio was
approximately seven basis points higher than the median expense ratio of its
Morningstar peer group, and approximately one basis point higher than the median
expense ratio of its Strategic Insight peer group. The Trustees considered the
impact of transfer agency, sub-transfer agency, and other non-management fee
expenses on the expense ratios of the Fund, and noted the impact of expenses
relating to small accounts and omnibus accounts on transfer and sub-transfer
agency expenses generally. The Trustees noted that they separately review the
Fund's transfer agency, sub-transfer agency and intermediary arrangements.
The Trustees reviewed management fees charged by PIM and PIM's affiliate,
Pioneer Institutional Asset Management, Inc. (together with PIM, "Pioneer") to
institutional and other clients, including publicly offered European funds
sponsored by affiliates of Pioneer, unaffiliated U.S. registered investment
companies (in a sub-advisory capacity), and unaffiliated foreign and domestic
separate accounts. The Trustees also considered PIM's costs in providing
services to the Fund and Pioneer's costs in providing services to the other
clients and considered the differences in management fees and profit margins for
Fund and non-Fund services. In evaluating the fees associated with Pioneer's
client accounts, the Trustees took into account the respective demands,
resources and complexity associated with the Fund and client accounts. The
Trustees noted that, in some instances, the fee rates for those clients were
lower than the management fee for the Fund and considered that, under the
investment advisory agreement with the Fund, PIM performs additional services
for the Fund that it does not provide to those other clients or services that
are broader in scope, including oversight of the Fund's other service providers
and activities related to compliance and the extensive regulatory and tax
regimes to which the Fund is subject. The Trustees also considered the different
entrepreneurial risks associated with PIM's management of the Fund and Pioneer's
management of the other client accounts. The Trustees concluded that the
management fee payable by the Fund to PIM was reasonable in relation to the
nature and quality of the services provided by PIM.
Profitability
The Trustees considered information provided by PIM regarding the profitability
of PIM with respect to the advisory services provided by PIM to the Fund,
including the methodology used by PIM in allocating certain of its costs to the
management of the Fund. The Trustees also considered PIM's profit margin in
connection with the overall operation of the Fund. They further reviewed the
financial results realized by PIM and its affiliates from
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 47
non-fund businesses. The Trustees considered PIM's profit margins with respect
to the Fund in comparison to the limited industry data available and noted that
the profitability of any adviser was affected by numerous factors, including its
organizational structure and method for allocating expenses. The Trustees
concluded that PIM's profitability with respect to the management of the Fund
was not unreasonable.
Economies of Scale
The Trustees considered PIM's views relating to economies of scale in connection
with the Pioneer Funds as fund assets grow and the extent to which any such
economies of scale are shared with funds and fund shareholders. The Trustees
noted the breakpoints in the management fee schedule. The Trustees recognize
that economies of scale are difficult to identify and quantify, rarely
identifiable on a fund-by-fund basis, and that, among other factors that may be
relevant, are the following: fee levels, expense subsidization, investment by
PIM in research and analytical capabilities and PIM's commitment and resource
allocation to the Fund. The Trustees noted that profitability also may be an
indicator of the availability of any economies of scale, although profitability
may vary for other reasons particularly, for example during the recent difficult
periods for financial markets, as the level of services was maintained
notwithstanding a significant decline in PIM's fee revenues from the Fund.
Accordingly, the Trustees concluded that economies of scale, if any, were being
appropriately shared with the Fund.
Other Benefits
The Trustees considered the other benefits to PIM from its relationship with the
Fund. The Trustees considered the character and amount of fees paid by the Fund,
other than under the investment advisory agreement, for services provided by PIM
and its affiliates. The Trustees further considered the revenues and
profitability of PIM's businesses other than the fund business. The Trustees
considered the intangible benefits to PIM by virtue of its relationship with the
Fund and the other Pioneer funds. The Trustees concluded that the receipt of
these benefits was reasonable in the context of the overall relationship between
PIM and the Fund.
Conclusion
After consideration of the factors described above as well as other factors, the
Trustees, including all of the Independent Trustees, concluded that the
investment advisory agreement between PIM and the Fund, including the fees
payable thereunder, was fair and reasonable and voted to approve the proposed
renewal of the investment advisory agreement for the Fund.
48 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Trustees, Officers and Service Providers
Investment Adviser
Pioneer Investment Management, Inc.
Custodian and Sub-Administrator
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Ernst & Young LLP
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Bingham McCutchen LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Proxy voting policies and procedures of the Funds are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Funds voted proxies relating to portfolio securities during
the most recent 12-month period ended June 30 is publicly available to share-
owners at us.pioneerinvestments.com. This information is also available on the
Securities and Exchange Commission's web site at www.sec.gov.
Trustees and Officers
The Fund's Trustees and officers are listed below, together with their principal
occupations during at least the past five years. Trustees who are interested
persons of the Fund within the meaning of the 1940 Act are referred to as
Interested Trustees. Trustees who are not interested persons of the Fund are
referred to as Independent Trustees. Each of the Trustees, except Mr. West,
serves as a Trustee of each of the 55 U.S. registered investment portfolios for
which Pioneer serves as investment adviser (the "Pioneer Funds"). Mr. West
serves as Trustee of 50 U.S. registered investment portfolios for which Pioneer
serves as investment adviser. The address for all Trustees and all officers of
the Fund is 60 State Street, Boston, Massachusetts 02109.
The Statement of Additional Information of the Fund includes additional
information about the Trustees and is available, without charge, upon request,
by calling 1-800-225-6292.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 49
Independent Trustees++
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Thomas J. Perna (63) Trustee since 2006. Private investor (2004 - 2008 and 2013 - Director, Broadridge
Chairman of the Board Serves until a present); Chairman (2008 - 2013) and Chief Financial Solutions, Inc.
and Trustee successor trustee Executive Officer (2008 - 2012), Quadriserv, (investor communications and
is elected or Inc. (technology products for securities securities processing
earlier retirement lending industry); and Senior Executive Vice provider for financial
or removal. President, The Bank of New York (financial and services industry) (2009 -
securities services) (1986 - 2004) present); Director,
Quadriserv, Inc. (2005 -
2013); and Commissioner, New
Jersey State Civil Service
Commission (2011 - present)
------------------------------------------------------------------------------------------------------------------------------------
David R. Bock (70) Trustee since 2005. Managing Partner, Federal City Capital Advisors Director of Enterprise
Trustee Serves until a (corporate advisory services company) (1997 - Community Investment, Inc.
successor trustee 2004 and 2008 - present); Interim Chief (privately held affordable
is elected or Executive Officer, Oxford Analytica, Inc. housing finance company)
earlier retirement (privately held research and consulting (1985 - 2010); Director of
or removal. company) (2010); Executive Vice President and Oxford Analytica, Inc. (2008
Chief Financial Officer, I-trax, Inc. (publicly - present); Director of The
traded health care services company) (2004 - Swiss Helvetia Fund, Inc.
2007); and Executive Vice President and Chief (closed-end fund) (2010 -
Financial Officer, Pedestal Inc. present); and Director of New
(internet-based mortgage trading company) (2000 York Mortgage Trust (publicly
- 2002) traded mortgage REIT) (2004 -
2009, 2012 - present)
------------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman (69) Trustee since 2008. William Joseph Maier Professor of Political Trustee, Mellon Institutional
Trustee Serves until a Economy, Harvard University (1972 - present) Funds Investment Trust and
successor trustee Mellon Institutional Funds
is elected or Master Portfolio (oversaw 17
earlier retirement portfolios in fund complex)
or removal. (1989-2008)
------------------------------------------------------------------------------------------------------------------------------------
50 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (66) Trustee since 2004. Founding Director, Vice President and Corporate None
Trustee Serves until a Secretary, The Winthrop Group, Inc. (consulting
successor trustee firm) (1982 - present); Desautels Faculty of
is elected or Management, McGill University (1999 - present);
earlier retirement and Manager of Research Operations and
or removal. Organizational Learning, Xerox PARC, Xerox's
advance research center (1990-1994)
------------------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (65) Trustee since 2004. President and Chief Executive Officer, Newbury, Director of New America High
Trustee Serves until a Piret & Company, Inc. (investment banking firm) Income Fund, Inc. (closed-end
successor trustee (1981 - present) investment company) (2004 -
is elected or present); and member, Board
earlier retirement of Governors, Investment
or removal. Company Institute (2000 -
2006)
------------------------------------------------------------------------------------------------------------------------------------
Stephen K. West (85) Trustee since 2004. Senior Counsel, Sullivan & Cromwell LLP (law Director, The Swiss Helvetia
Trustee Serves until a firm) (1998 - present); and Partner, Sullivan & Fund, Inc. (closed-end
successor trustee Cromwell LLP (prior to 1998) investment company) (1995 -
is elected or 2012); and Director, Invesco,
earlier retirement Ltd. (formerly AMVESCAP, PLC)
or removal. (investment manager)
(1997-2005)
------------------------------------------------------------------------------------------------------------------------------------
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 51
Interested Trustee++
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Daniel K. Kingsbury (55)* Trustee since 2007. Chairman (2013 - present), Director, CEO and None
Trustee, President and Chief Serves until a President of PIM-USA (since February 2007);
Executive Officer successor trustee is Chairman (2013 - present), Director and President
elected or earlier of Pioneer and Pioneer Institutional Asset
retirement or Management, Inc. (since February 2007); President
removal. and Chief Executive Officer of all the Pioneer
Funds (since 2014); Executive Vice President of
all of the Pioneer Funds (2007 - 2013); Director
of PGAM (2007 - 2010); Head of New Europe
Division, PGAM (2000 - 2005); and Head of New
Markets Division, PGAM (2005 - 2007)
------------------------------------------------------------------------------------------------------------------------------------
* Mr. Kingsbury is an Interested Trustee because he is an officer or director
of the fund's investment adviser and certain of its affiliates.
++ Effective January 28, 2014, Mr. Marc O. Mayer became an Independent Trustee
of the Fund and Mr. Kenneth J. Taubes became an Interested Trustee of the
Fund.
52 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
Fund Officers+++
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Officer
------------------------------------------------------------------------------------------------------------------------------------
John F. Cogan, Jr. (87)** Since 2004. Serves at President of all of the Pioneer Funds; None
President and Chief Executive the discretion of the Non-Executive Chairman and a Director of Pioneer
Officer*** Board. Investment Management USA Inc. ("PIM-USA") (until
November 2013); Chairman and a Director of Pioneer
(until November 2013); Chairman and Director of
Pioneer Institutional Asset Management, Inc. (until
November 2013); Director of Pioneer Alternative
Investment Management Limited (Dublin) (until
October 2011); President and a Director of Pioneer
Alternative Investment Management (Bermuda) Limited
and affiliated funds (until November 2013); Deputy
Chairman and a Director of Pioneer Global Asset
Management S.p.A. ("PGAM") (until April 2010);
Director of Nano-C, Inc. (since 2003); Director of
Cole Management Inc. (2004 - 2011); Director of
Fiduciary Counseling, Inc. (until December 2011);
Trustee of all of the Pioneer Funds (until November
2013); and Retired Partner, Wilmer Cutler Pickering
Hale and Dorr LLP
------------------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (49) Since 2004. Serves at Vice President and Associate General Counsel of None
Secretary and Chief Legal the discretion of the Pioneer since January 2008; Secretary and Chief
Officer Board. Legal Officer of all of the Pioneer Funds since
June 2010; Assistant Secretary of all of the
Pioneer Funds from September 2003 to May 2010; and
Vice President and Senior Counsel of Pioneer from
July 2002 to December 2007
------------------------------------------------------------------------------------------------------------------------------------
Carol B. Hannigan (52) Since 2010. Serves at Fund Governance Director of Pioneer since December None
Assistant Secretary the discretion of the 2006 and Assistant Secretary of all the Pioneer
Board. Funds since June 2010; Manager - Fund Governance of
Pioneer from December 2003 to November 2006; and
Senior Paralegal of Pioneer from January 2000 to
November 2003.
------------------------------------------------------------------------------------------------------------------------------------
Thomas Reyes (51) Since 2010. Serves at Counsel of Pioneer since June 2007 and Assistant None
Assistant Secretary the discretion of the Secretary of all the Pioneer Funds since June 2010;
Board. and Vice President and Counsel at State Street Bank
from October 2004 to June 2007
------------------------------------------------------------------------------------------------------------------------------------
** Mr. Cogan resigned as a Trustee of the Pioneer Funds effective November 12,
2013.
*** Mr. Cogan resigned as President and Chief Executive Officer of the Fund
effective January 1, 2014.
+++ Mr. Mark D. Goodwin became Executive Vice President of the Fund effective
January 28, 2014.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 53
Fund Officers (continued)
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (54) Since 2008. Serves at Vice President - Fund Treasury of Pioneer; None
Treasurer and Chief Financial the discretion of the Treasurer of all of the Pioneer Funds since March
and Accounting Officer of the Board. 2008; Deputy Treasurer of Pioneer from March 2004
Fund to February 2008; and Assistant Treasurer of all of
the Pioneer Funds from March 2004 to February 2008
------------------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (48) Since 2004. Serves at Director - Fund Treasury of Pioneer; and Assistant None
Assistant Treasurer the discretion of the Treasurer of all of the Pioneer Funds
Board.
------------------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (55) Since 2004. Serves at Fund Accounting Manager - Fund Treasury of Pioneer; None
Assistant Treasurer the discretion of the and Assistant Treasurer of all of the Pioneer Funds
Board.
------------------------------------------------------------------------------------------------------------------------------------
David F. Johnson (34) Since 2009. Serves at Fund Administration Manager - Fund Treasury of None
Assistant Treasurer the discretion of the Pioneer since November 2008; Assistant Treasurer of
Board. all of the Pioneer Funds since January 2009; and
Client Service Manager - Institutional Investor
Services at State Street Bank from March 2003 to
March 2007
------------------------------------------------------------------------------------------------------------------------------------
Jean M. Bradley (61) Since 2010. Serves at Chief Compliance Officer of Pioneer and of all the None
Chief Compliance Officer the discretion of the Pioneer Funds since March 2010; Director of Adviser
Board. and Portfolio Compliance at Pioneer since October
2005; and Senior Compliance Officer for Columbia
Management Advisers, Inc. from October 2003 to
October 2005
------------------------------------------------------------------------------------------------------------------------------------
Kelly O'Donnell (42) Since 2006. Serves at Director - Transfer Agency Compliance of Pioneer None
Anti-Money Laundering Officer the discretion of the and Anti-Money Laundering Officer of all the
Board. Pioneer funds since 2006
------------------------------------------------------------------------------------------------------------------------------------
54 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
This page for your notes.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 55
This page for your notes.
56 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
This page for your notes.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 57
This page for your notes.
58 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
This page for your notes.
Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13 59
This page for your notes.
60 Pioneer AMT-Free Municipal Fund | Annual Report | 12/31/13
How to Contact Pioneer
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
--------------------------------------------------------------------------------
Account Information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Write to us:
--------------------------------------------------------------------------------
PIMSS, Inc.
P.O. Box 55014
Boston, Massachusetts 02205-5014
Our toll-free fax 1-800-225-4240
Our internet e-mail address ask.pioneer@pioneerinvestments.com
(for general questions about Pioneer only)
Visit our web site: us.pioneerinvestments.com
This report must be preceded or accompanied by a prospectus.
The Fund files a complete schedule of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
web site at http://www.sec.gov. The filed form may also be viewed and copied at
the Commission's Public Reference Room in Washington, DC. Information regarding
the operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
[LOGO] PIONEER
Investments(R)
Pioneer Investment Management, Inc.
60 State Street
Boston, MA 02109
us.pioneerinvestments.com
Securities offered through Pioneer Funds Distributor, Inc.
60 State Street, Boston, MA 02109
Underwriter of Pioneer Mutual Funds, Member SIPC
(C) 2014 Pioneer Investments 18644-08-0214
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 12(a)(1), a copy of
its code of ethics that applies to the registrant's principal
executive officer,principal financial officer, principal accounting
officer or controller, or persons performing similar functions,
as an exhibit to its annual
report on this Form N-CSR (see attachment);
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Pioneer AMT - Free Municipal Fund:
Fees for audit services provided to the Fund,
including fees associated with the routine
filing of its Form N-1A, totaled approximately
$36,472 in 2013 and $48,474 in 2012.
Pioneer Series Trust II:
Fees for audit services provided to the Trust's seven series,
including fees associated with the initial and routine filings
of its Form N-1A, totaled approximately $68,681 in 2013 and
$74,332 in 2012.
(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.
Pioneer AMT - Free Municipal Fund:
Audit-Related Fees
There were no audit-related and other services provided to the
Trust during the fiscal years ended December 31, 2013 and 2012.
Pioneer Series Trust II:
Audit-Related Fees
There were no audit-related and other services provided to the
Fund during the fiscal years ended December 31, 2013 and 2012.
(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.
Pioneer AMT - Free Municipal Fund:
Fees for tax compliance services, primarily for tax returns,
totaled $8,131 in 2013 and $8,290 in 2012.
Pioneer Series Trust II:
Fees for tax compliance services, primarily for tax returns,
totaled $16,262 in 2013 and $16,580 in 2012.
(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.
Pioneer AMT - Free Municipal Fund:
Other Fees
There were no audit-related and other services provided to the
Trust during the fiscal years ended December 31, 2013 and 2012.
Pioneer Series Trust II:
Other Fees
There were no audit-related and other services provided to the
Fund during the fiscal years ended December 31, 2013 and 2012.
(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
----------------------- ------------------------- -----------------------------------------------
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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.
------------------------------------------- ------------------------------
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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.
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(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 afterMay 6, 2003, the effective date of the new
SEC pre-approval rules, the Fund's audit committee is
required to pre-approve services to affiliates defined by
SEC rules to the extent that the services are determined to have
a direct impact on the operations or financial reporting of the Fund.
For the years ended December 31, 2013 and 2012, there were
no services provided to an affiliate that required the Fund's audit
committee pre-approval.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountants 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 registrants accountant
for services rendered to the registrant, and rendered to the registrants
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.
Pioneer AMT - Free Municipal Fund:
The aggregate non-audit fees for the Fund and affiliates,
as previously defined, totaled $8,131 in 2013 and $8,290 in 2012.
Pioneer Series Trust II:
The aggregate non-audit fees for the Fund and affiliates, as
previously defined, totaled $16,262 in 2013 and $16,580 in 2012.
(h) Disclose whether the registrants audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrants investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's audit committee of the Board of Trustees
has considered whether the provision of non-audit services that were rendered
to the Affiliates (as defined) that were not pre-approved pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible
with maintaining the principal accountant's independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrant's audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
ITEM 6. SCHEDULE OF INVESTMENTS.
File Schedule of Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.1212
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 registrant's portfolio ("Portfolio Manager"). Also state each Portfolio
Manager's 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 registrant's equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781).
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 registrant's board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 407(c)(2)(iv) of
Regulation S-R(17 CFR 229.407)(as required by Item 22(b)(15))
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 registrant's board of
directors since the registrant last provided disclosure in response
to the requirements of Item 407(c)(2)(iv) of Regulation S-R 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 and
principal financials officers, or persons performing similar functions,
regarding the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR
270.30a-3(c))) as of a date within 90 days of the filing date of the report
that includes the disclosure required by this paragraph,
based on the evaluation of these controls and procedures required by Rule
30a-3(b) under the Act (17 CFR 270.30(a)-3(b) and Rules 13a-15(b) or 15d-15(b)
under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on the evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose any change in the registrant's internal control over financial
reporting (as defined in Rule 30a-3(d) under the Act (17CFR 270.30a-3(d)) that
occured during the second fiscal quarter of the period covered by this report
that has materially affected, or is reasonably likely to materially affect,
the registrant's internal control over financial reporting.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
(a) File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(1) 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.
(2) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2(a) under the Act
(17 CFR 270.30a-2(a)) , exactly as set forth below:
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Series Trust II
By (Signature and Title)* /s/ Daniel K. Kingsbury
Daniel K. Kingsbury, President
Date February 27, 2014
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/ Daniel K. Kingsbury
Daniel K. Kingsbury, President
Date February 27, 2014
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer & Chief Accounting & Financial Officer
Date February 27, 2014
* Print the name and title of each signing officer under his or her signature.