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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 811-07611
Pioneer Value Fund
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: September 30
Date of reporting period: October 1, 2006 through March 31, 2007
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO SHAREOWNERS.
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PIONEER
-------
VALUE
FUND
Semiannual
Report
3/31/07
[LOGO]PIONEER
Investments(R)
Table of Contents
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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 22
Notes to Financial Statements 32
Factors Considered by the Independent Trustees in Approving
the Management Contract 43
Trustees, Officers and Service Providers 48
President's
Dear Shareowner,
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Staying diversified and keeping your portfolio invested in the markets are two
general investment principles that have served investors well over time. These
were particularly useful guides during the past year, as U.S. and global stock
and bond markets grew strongly during this period.
The markets were supported by relatively low short-term interest rates and
generally strong economies around the globe. The U.S. stock market, as measured
by the Standard & Poor's 500 Index, gained approximately 10% over the 12 months
ending March 31, 2007. European and emerging markets equities performed even
better, with indexes in those regions rising more than 20% over the same period.
The U.S. bond market, despite growing concerns about the health of the U.S.
mortgage industry, gained roughly 7% over the past 12 months, as measured by the
Lehman Aggregate Bond Index. The high yield market, as measured by the Merrill
Lynch High Yield Bond Master II Index, returned nearly 12%.
We believe that the climate for investors generally will continue to be
positive. While still strong, the U.S. economy has slowed. This was due in part
to the lagging effects of rising energy and commodity prices, rising short-term
interest rates from historically low levels, and the effect of U.S. factories
approaching full utilization.
We have enjoyed a cyclical recovery with strong economic growth, and the U.S.
economy now appears to be slowing to a rate that may be more sustainable. The
Federal Reserve Board has indicated a reduced likelihood of future rate hikes,
and continues to highlight its commitment to keeping inflationary pressures
contained. This is in keeping with "best practices" among the world's central
banks: low and stable inflation is believed to be the best backdrop for stable
economic growth and low average unemployment.
In Europe, healthy labor markets are supporting growing consumption and rising
GDP growth. Inflationary pressures appear to be largely under control, helped by
productivity gains and a positive operating environment for European companies
that are finding strong export markets for their goods and services around the
globe. Japanese economic growth continues to make progress, and the country has
become a more attractive market compared to recent years. China continues its
rise as a world economic power, and its stock market
2
Letter
has experienced the wide market swings that often accompany rapid growth.
While the outlook generally appears favorable for investors, sudden swings in
the markets should be expected. Just as staying diversified and staying invested
are important investment principles, it is also important to pay attention to
asset allocation. As always, we encourage shareowners to work closely with their
financial advisor to find the appropriate mix of investments in stocks, bonds
and money market assets so that it is aligned to your particular risk tolerance
and investment objective.
Respectfully,
/s/ Daniel K. Kingsbury
Daniel K. Kingsbury, President and CEO
Pioneer Investment Management, Inc.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
3
Pioneer Value Fund
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PORTFOLIO MANAGEMENT DISCUSSION 3/31/07
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In the following discussion, Aaron Clark, lead portfolio manager, reviews recent
market events and describes the factors that affected Pioneer Value Fund's
performance during the semi-annual period ended March 31, 2007.
Q: How did the US stock market perform during the past six months?
A: Helped by a continued backdrop of moderate economic growth, stable
short-term interest rates, and rising acquisition activity by private
equity firms, US equities delivered a solid gain during the semi-annual
period. The market marched steadily higher from the beginning of the period
through the final week of February, then paused briefly on concerns that
weakness in the sub-prime mortgage sector would spread to the rest of the
economy. The downturn proved short-lived, however, and stocks quickly
recovered to finish March not far off from previous highs. The result was a
six-month total return of 9.34% for the Fund's benchmark, the Russell 1000
Value Index.
Q: Please discuss the Fund's performance versus its benchmark and Lipper
peers.
A: During the six months ended March 31, 2007, the Class A shares of Pioneer
Value Fund returned 8.25% at net asset value, which was below the return of
the benchmark. In comparison, the average return of the 515 funds in its
Lipper peer group, Large-Cap Value Funds, was 7.91%.
To review, our approach is to use fundamental research to build a portfolio
of stocks whose prices do not fully reflect what we believe is the
intrinsic value of the underlying companies. The portfolio tends to be
focused in about 40-60 stocks in which we hold the highest level of
conviction. We believe our focus on purchasing shares in undervalued
companies will stand the Fund in good stead over time.
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher
than the performance data quoted.
4
Pioneer Value Fund
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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.
Q: What holdings helped performance?
A: Our stock picks generated the largest degree of outperformance in the
health-care and consumer-staples sectors. In the former, the leading
contributor was the pharmaceutical company Schering-Plough. Our initial
purchase was based on our belief that Schering was a turnaround candidate,
and that view has since been borne out as the company has reported rising
sales, better profit margins, and an improved pipeline of new drugs. Its
shares climbed from $22.09 to $25.51 during the semiannual period, and that
had a positive impact on Fund performance since it was our largest
portfolio holding at almost 5% of assets.
In consumer staples, the leading contributor was Altria, which encompasses
Phillip Morris USA, Phillip Morris International, and, until recently,
Kraft Foods. We believed the company was valued for less than the sum of
its parts, and that gap has begun to close after Altria spun out its entire
position in Kraft. We continue to hold both entities in the Fund.
Outside of health care and consumer staples, we also benefited from the
strong performance of Nikko Cordial, Unum Corp. and Freeport-McMoRan Copper
and Gold. Nikko Cordial is a Japanese brokerage firm whose shares fell
sharply in early 2006 on worries that it would be de-listed from the Tokyo
Stock Exchange. Since a number of large Japanese institutions can invest in
only listed companies, the prospect of a de-listing caused the stock to be
hit by a wave of forced selling. Seeing this short-term anomaly as an
opportunity to buy shares in a company with what we believe to be strong
long-term fundamentals, we established a position and benefited when the
stock subsequently recovered. Unum, meanwhile, is a long-time Fund holding
that we bought on the expectation of a turnaround. Our view has been borne
out, as the company has been improving its business performance and has
elected to securitize some of its underperforming assets and thereby free
up capital that it can put to work elsewhere. Unum's shares moved from
$19.39 to $23.03 over the past six months.
5
Pioneer Value Fund
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PORTFOLIO MANAGEMENT DISCUSSION 3/31/07 (continued)
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Rounding out the list of leading contributors was Freeport-McMoRan, whose
purchase of its competitor Phelps Dodge will make it the pre-eminent copper
company in the world - an enviable position given that robust demand for
the metal has caused its price to rise sharply in recent years.
Q: What positions detracted from performance?
A: The majority of the Fund's detractors were stocks associated with slumping
housing prices and concerns about the ability of homeowners to continue
paying their mortgages. Worries that the weakness in the sub-prime market
would spread throughout the entire US economy took down the shares of
virtually any company with exposure to housing - even those whose
fundamentals remained sound. A prime example was Washington Mutual, whose
shares plunged in late February / early March even though the company has
only a moderate exposure to the sub-prime area. We believe this sell-off
was largely unwarranted given the company's solid balance sheet and a safe
dividend north of 5%, and we added to the Fund's position. Freddie Mac was
another holding that was hurt by the broader environment, and here too we
took the opportunity to pick up shares at what we believe to be an
attractive price. Wachovia Bank, Home Depot, and Wal-Mart were other Fund
holdings that underperformed as a result of the housing issue, but we
believe all three remain stable and undervalued. We also initiated a
position in First Marblehead - which securitizes and services student loans
and therefore was hit by concerns about rising defaults - once the stock
price fell to our valuation target.
Also detracting from performance was the Fund's position in the insurance
company Allstate. The stock did not perform particularly poorly, but the
fact that it is a large holding in the portfolio meant that its modest
decline had a meaningful impact on performance. We have kept the Fund's
position on the basis of, in our opinion, the stock's attractive valuation,
robust fundamentals and effective management team.
Q: Do you have any closing thoughts for investors?
A: The events of late February and early March served as a reminder that risk
is still very much part of the investment equation. Stocks have performed
very well in recent years, but the most recent downturn shows that
volatility can strike at any time. While this is
6
Pioneer Value Fund
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a negative for short-term investors, we look at market fluctuations as an
outstanding opportunity to purchase shares in companies that we believe are
attractively valued, as we did most recently with Washington Mutual,
Freddie Mac and First Marblehead. The stock market will always be volatile
in the short-term, but we believed that those who remain focused on owning
shares in companies trading for less than their intrinsic value will be
rewarded over time.
Investing in foreign and/or emerging markets securities involves risks relating
to interest rates, currency exchange rates, economic, and political conditions.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making it more susceptible to any
economic, political, or regulatory developments or other risks affecting those
industries and sectors.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
7
Pioneer Value Fund
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PORTFOLIO SUMMARY 3/31/07
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Portfolio Diversification
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(As a percentage of total investment portfolio)
[THE FOLLOWING DATA IS A REPRESENTATION OF A PIE CHART IN THE PRINTED MATERIAL]
U.S. Common Stocks 90.2%
Temporary Cash Investment 5.2%
International Common Stocks 2.5%
Depositary Receipts for International Stocks 2.1%
Sector Distribution
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(As a percentage of equity holdings)
[THE FOLLOWING DATA IS A REPRESENTATION OF A PIE CHART IN THE PRINTED MATERIAL]
Financials 30.2%
Health Care 17.3%
Consumer Staples 13.3%
Information Technology 8.6%
Energy 7.9%
Industrials 7.2%
Telecommunication Services 6.4%
Consumer Discretionary 3.8%
Materials 2.8%
Utilities 2.5%
10 Largest Holdings
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(As a percentage of equity holdings)*
1. Schering-Plough Corp. 4.97%
2. American International Group, Inc. 4.40
3. Bristol-Myers Squibb Co. 4.39
4. Altria Group, Inc. 4.33
5. Verizon Communications, Inc. 4.08
6. Merck & Co., Inc. 4.06
7. Chevron Corp. 3.57
8. Wachovia Corp. 3.17
9. Allstate Corp. 3.14
10. Citigroup, Inc. 3.07
* This list excludes temporary cash 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 Value Fund
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PRICES AND DISTRIBUTIONS
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Net Asset Value Per Share
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Class 3/31/07 9/30/06
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A $16.98 $18.55
B $15.69 $17.36
C $15.66 $17.33
Y $17.12 $18.67
Class 12/10/06 9/30/06
----- -------- -------
Investor $16.84 $18.56
Class 2/1/07 9/30/06
----- ------ -------
R $16.44 $17.87
Distributions Per Share
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10/1/06 - 3/31/07
-----------------
Net Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
----- ------ ------------- -------------
A $0.1464 $0.1626 $2.7016
B $0.0593 $0.1626 $2.7016
C $0.0627 $0.1626 $2.7016
Y $0.1754 $0.1626 $2.7016
Class 10/1/06 - 12/10/06
----- ------------------
Investor $ - $0.1626 $2.7016
Class 10/1/06 - 2/1/07
----- ----------------
R $ - $0.1626 $2.7016
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INDEX DEFINITIONS
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The Russell 1000 Value Index measures the performance of large-cap U.S. value
stocks. Index returns assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an index.
The index defined here pertains to the "Value of $10,000 Investment" charts on
pages 10-13.
9
Pioneer Value Fund
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PERFORMANCE UPDATE 3/31/07 CLASS A SHARES
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Investment Returns
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The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Value Fund at public offering price, compared to that
of the Russell 1000 Value Index.
Average Annual Total Returns
(As of March 31, 2007)
Net Asset Public Offering
Period Value (NAV) Price (POP)
Life-of-Class
(9/30/69) 12.48% 12.30%
10 Years 6.38 5.75
5 Years 7.24 5.98
1 Year 11.83 5.42
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Expense Ratio
(As of February 1, 2007)
Gross Net
0.94% 0.94%
[THE FOLLOWING DATA IS A REPRESENTATION OF A MOUNTAIN CHART IN THE PRINTED
MATERIAL]
Value of $10,000 Investment
Pioneer Russell 1000
Value Fund Value Index
3/97 $ 9,425 $10,000
$12,814 $14,717
3/99 $10,313 $15,459
$11,727 $16,438
3/01 $12,099 $16,483
$12,328 $17,206
3/03 $ 9,469 $13,284
$13,037 $18,707
3/05 $14,291 $21,170
$15,636 $23,987
3/07 $17,487 $28,024
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
NAV results represent the percent change in net asset value per share. Returns
would have been lower had sales charges been reflected. POP returns reflect
deduction of maximum 5.75% sales charge. All results are historical and assume
the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
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.
10
Pioneer Value Fund
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PERFORMANCE UPDATE 3/31/07 CLASS B SHARES
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Investment Returns
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The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Value Fund, compared to that of the Russell 1000
Value Index.
Average Annual Total Returns
(As of March 31, 2007)
If If
Period Held Redeemed
Life-of-Class
(7/1/96) 6.13% 6.13%
10 Years 5.20 5.20
5 Years 6.05 6.05
1 Year 10.61 6.90
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Expense Ratio
(As of February 1, 2007)
Gross Net
2.03% 2.03%
[THE FOLLOWING DATA IS A REPRESENTATION OF A MOUNTAIN CHART IN THE PRINTED
MATERIAL]
Value of $10,000 Investment
Pioneer Russell 1000
Value Fund Value Index
3/97 $10,000 $10,000
$13,460 $14,717
3/99 $10,719 $15,459
$12,033 $16,438
3/01 $12,274 $16,483
$12,375 $17,206
3/03 $9,389 $13,284
$12,749 $18,707
3/05 $13,859 $21,170
$15,007 $23,987
3/07 $16,599 $28,024
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. "If Redeemed"
returns reflect the deduction of applicable contingent deferred sales charge
(CDSC). Effective December 1, 2004, the period during which a CDSC is applied to
withdrawals was shortened to 5 years. The maximum CDSC for Class B shares
continues to be 4%. For more complete information, please see the prospectus for
details.
Note: Shares purchased prior to December 1, 2004 remain subject to the CDSC in
effect at the time you purchased those shares. For performance information for
shares purchased prior to December 1, 2004, please visit
www.pioneerinvestments.com/bshares.
All results are historical and assume the reinvestment of dividends and capital
gains. Other share classes are available for which performance and expenses will
differ.
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.
11
Pioneer Value Fund
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PERFORMANCE UPDATE 3/31/07 CLASS C SHARES
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Investment Returns
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The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Value Fund, compared to that of the Russell 1000
Value Index.
Average Annual Total Returns
(As of March 31, 2007)
If If
Period Held Redeemed
Life-of-Class
(7/1/96) 6.13% 6.13%
10 Years 5.20 5.20
5 Years 6.05 6.05
1 Year 10.59 10.59
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Expense Ratio
(As of February 1, 2007)
Gross Net
2.03% 2.03%
[THE FOLLOWING DATA IS A REPRESENTATION OF A MOUNTAIN CHART IN THE PRINTED
MATERIAL]
Value of $10,000 Investment
Pioneer Russell 1000
Value Fund Value Index
3/97 $10,000 $10,000
$13,461 $14,717
3/99 $10,730 $15,459
$12,061 $16,438
3/01 $12,290 $16,483
$12,379 $17,206
3/03 $9,391 $13,284
$12,789 $18,707
3/05 $13,865 $21,170
$15,014 $23,987
3/07 $16,604 $28,024
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class C shares held for less than one year are also subject to a 1% contingent
deferred sales charge (CDSC). The performance of Class C shares does not reflect
the 1% front-end sales charge in effect prior to February 1, 2004. If you paid a
1% sales charge, your returns would be lower than those shown above. "If Held"
results represent the percent change in net asset value per share. Returns would
have been lower had sales charges been reflected. All results are historical and
assume the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
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 Value Fund
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PERFORMANCE UPDATE 3/31/07 CLASS Y SHARES
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Investment Returns
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The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Value Fund, compared to that of the Russell 1000
Value Index.
Average Annual Total Returns
(As of March 31, 2007)
If If
Period Held Redeemed
Life-of-Class
(9/30/69) 12.52% 12.52%
10 Years 6.50 6.50
5 Years 7.49 7.49
1 Year 12.24 12.24
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Expense Ratio
(As of February 1, 2007)
Gross Net
0.55% 0.55%
[THE FOLLOWING DATA IS A REPRESENTATION OF A MOUNTAIN CHART IN THE PRINTED
MATERIAL]
Value of $10,000 Investment
Pioneer Russell 1000
Value Fund Value Index
3/97 $10,000 $10,000
$13,597 $14,717
3/99 $10,943 $15,459
$12,443 $16,438
3/01 $12,838 $16,483
$13,081 $17,206
3/03 $10,047 $13,284
$13,833 $18,707
3/05 $15,218 $21,170
$16,726 $23,987
3/07 $18,774 $28,024
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Performance for periods prior to the inception of Class Y shares reflects the
NAV performance of the Fund's Class A shares. The performance does not reflect
differences in expenses, including the Rule 12b-1 fees applicable to Class A
shares. Since fees for Class A shares are generally higher than those of Class Y
shares, the performance shown for Class Y shares prior to their inception
(8/11/04) would have been higher. Class Y shares are not subject to sales
charges and are available for limited groups of eligible investors, including
institutional investors. All results are historical and assume the reinvestment
of dividends and capital gains. Other share classes are available for which
performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
13
Pioneer Value Fund
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COMPARING ONGOING FUND EXPENSES 3/31/07
- --------------------------------------------------------------------------------
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 Value Fund
Based on actual returns from October 1, 2006 through
March 31, 2007.**
Share Class A B C Investor R Y
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Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value On 10/1/06
Ending Account $1,082.50 $1,076.70 $1,077.10 $1,063.60 $1,086.20 $1,084.80
Value On
3/31/07**
Expenses Paid $ 4.88 $ 10.77 $ 10.51 $ 1.40 $ 9.25 $ 2.81
During Period*
* Expenses are equal to the Fund's annualized expense ratio of 0.94%, 2.08%,
2.03%, 0.70%, 2.61% and 0.54% for Class A, Class B, Class C, Investor
Class, Class R and Class Y shares, respectively, multiplied by the average
account value over the period, multiplied by 182/365 (to reflect the
one-half year period) (71/365 for Investor Class) (124/365 for Class R).
** 12/10/06 for Investor Class shares and 2/1/07 for Class R shares.
14
Pioneer Value Fund
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Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and
hypothetical expenses based on the Fund's actual expense ratio and an assumed
rate of return of 5% per year before expenses, which is not the Fund's actual
return. The hypothetical account values and expenses may not be used to estimate
the actual ending account balance or expenses you paid for the period.
You may use this information to compare the ongoing costs of investing in the
Fund and other funds. To do so, compare this 5% hypothetical example with the 5%
hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the tables are meant to highlight your
ongoing costs only and do not reflect any transaction costs, such as sales
charges (loads) 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 Value Fund
Based on a hypothetical 5% return per year before expenses, reflecting the
period from October 1, 2006 through March 31, 2007.**
Share Class A B C Investor R Y
- -----------------------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value On 10/1/06
Ending Account $1,020.24 $1,014.56 $1,014.81 $1,008.36 $1,008.12 $1,022.24
Value On
3/31/07**
Expenses Paid $ 4.73 $ 10.45 $ 10.20 $ 1.37 $ 8.90 $ 2.72
During Period*
* Expenses are equal to the Fund's annualized expense ratio of 0.94%, 2.08%,
2.03%, 0.70%, 2.61% and 0.54% for Class A, Class B, Class C, Investor
Class, Class R and Class Y shares, respectively, multiplied by the average
account value over the period, multiplied by 182/365 (to reflect the
one-half year period) (71/365 for Investor Class) (124/365 for Class R).
** 12/10/06 for Investor Class shares and 2/1/07 for Class R shares.
15
Pioneer Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 3/31/07 (unaudited)
- --------------------------------------------------------------------------------
Shares Value
COMMON STOCKS - 96.8%
Energy - 7.7%
Integrated Oil & Gas - 7.7%
2,006,600 Chevron Corp. $ 148,408,136
1,342,370 ConocoPhillips 91,750,990
929,600 USX-Marathon Group, Inc. 91,872,368
--------------
$ 332,031,494
--------------
Total Energy $ 332,031,494
--------------
Materials - 2.7%
Diversified Metals & Mining - 2.2%
1,402,700 Freeport-McMoRan Copper & Gold, Inc. (Class B) $ 92,844,713
--------------
Gold - 0.5%
525,000 Newmont Mining Corp. $ 22,044,750
--------------
Total Materials $ 114,889,463
--------------
Capital Goods - 6.1%
Industrial Conglomerates - 6.1%
1,275,000 3M Co. $ 97,448,250
2,475,000 General Electric Co. (b) 87,516,000
2,431,400 Tyco International, Ltd. 76,710,670
--------------
$ 261,674,920
--------------
Total Capital Goods $ 261,674,920
--------------
Transportation - 0.8%
Railroads - 0.8%
715,000 Norfolk Southern Corp. $ 36,179,000
--------------
Total Transportation $ 36,179,000
--------------
Retailing - 3.7%
Apparel Retail - 0.5%
1,283,700 Gap, Inc. $ 22,092,477
--------------
Home Improvement Retail - 2.2%
2,580,000 Home Depot, Inc. $ 94,789,200
--------------
Internet Retail - 1.0%
1,750,000 Expedia, Inc.* $ 40,565,000
--------------
Total Retailing $ 157,446,677
--------------
16 The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Food & Drug Retailing - 3.4%
Food Retail - 1.4%
2,148,200 Kroger Co. $ 60,686,650
--------------
Hypermarkets & Supercenters - 2.0%
1,860,600 Wal-Mart Stores, Inc. $ 87,355,170
--------------
Total Food & Drug Retailing $ 148,041,820
--------------
Food, Beverage & Tobacco - 6.6%
Packaged Foods & Meats - 2.4%
1,756,900 General Mills, Inc. $ 102,286,718
--------------
Tobacco - 4.2%
2,050,000 Altria Group, Inc. $ 180,010,500
--------------
Total Food, Beverage & Tobacco $ 282,297,218
--------------
Household & Personal Products - 2.9%
Household Products - 2.9%
1,804,900 Kimberly-Clark Corp. $ 123,617,601
--------------
Total Household & Personal Products $ 123,617,601
--------------
Health Care Equipment & Services - 1.5%
Health Care Equipment - 1.1%
3,209,800 Boston Scientific Corp.* $ 46,670,492
--------------
Managed Health Care - 0.4%
435,200 Aetna, Inc. $ 19,057,408
--------------
Total Health Care Equipment & Services $ 65,727,900
--------------
Pharmaceuticals & Biotechnology - 15.2%
Pharmaceuticals - 15.2%
6,585,700 Bristol-Myers Squibb Co. $ 182,819,032
3,828,800 Merck & Co., Inc. 169,118,096
3,700,000 Pfizer, Inc. 93,462,000
8,100,000 Schering-Plough Corp. 206,631,000
--------------
$ 652,030,128
--------------
Total Pharmaceuticals & Biotechnology $ 652,030,128
--------------
Banks - 7.8%
Diversified Banks - 3.1%
2,396,200 Wachovia Corp. $ 131,910,810
--------------
The accompanying notes are an integral part of these financial statements. 17
Pioneer Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 3/31/07 (unaudited) (continued)
- --------------------------------------------------------------------------------
Shares Value
Thrifts & Mortgage Finance - 4.7%
1,625,000 Freddie Mac $ 96,671,250
2,642,300 Washington Mutual, Inc. 106,696,074
--------------
$ 203,367,324
--------------
Total Banks $ 335,278,134
--------------
Diversified Financials - 11.6%
Asset Management & Custody Banks - 1.5%
5,850,000 Amvescap Plc $ 65,027,328
--------------
Consumer Finance - 1.4%
1,310,000 The First Marblehead Corp. (b) $ 58,805,900
--------------
Investment Banking & Brokerage - 3.1%
1,132,100 Merrill Lynch & Co., Inc. $ 92,458,607
3,000,000 Nikko Cordial Corp. 42,857,143
--------------
$ 135,315,750
--------------
Diversified Financial Services - 5.6%
2,225,900 Bank of America Corp. $ 113,565,418
2,488,600 Citigroup, Inc. 127,764,724
--------------
$ 241,330,142
--------------
Total Diversified Financials $ 500,479,120
--------------
Insurance - 9.8%
Life & Health Insurance - 2.5%
4,600,000 Unum Group (b) $ 105,938,000
--------------
Multi-Line Insurance - 4.3%
2,723,500 American International Group, Inc. $ 183,073,670
--------------
Property & Casualty Insurance - 3.0%
2,175,000 Allstate Corp. $ 130,630,500
--------------
Total Insurance $ 419,642,170
--------------
Technology Hardware & Equipment - 7.7%
Communications Equipment - 2.9%
1,910,000 Motorola, Inc. $ 33,749,700
4,050,000 Nokia Corp. (A.D.R.) 92,826,000
--------------
$ 126,575,700
--------------
18 The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Computer Hardware - 4.8%
2,735,800 Dell, Inc.* $ 63,497,918
1,957,100 Hewlett-Packard Co. 78,557,994
675,000 IBM Corp. 63,625,500
--------------
$ 205,681,412
--------------
Total Technology Hardware & Equipment $ 332,257,112
--------------
Semiconductors - 0.6%
Semiconductors - 0.6%
1,900,000 Advanced Micro Devices, Inc.*(b) $ 24,814,000
--------------
Total Semiconductors $ 24,814,000
--------------
Telecommunication Services - 6.2%
Integrated Telecom Services - 6.2%
2,492,500 AT&T Corp. $ 98,279,275
4,474,900 Verizon Communications, Inc. 169,688,207
--------------
$ 267,967,482
--------------
Total Telecommunication Services $ 267,967,482
--------------
Utilities - 2.5%
Electric Utilities - 1.9%
1,620,000 Edison International $ 79,590,600
--------------
Independent Power Producer & Energy Traders - 0.6%
425,200 TXU Corp. $ 27,255,320
--------------
Total Utilities $ 106,845,920
--------------
TOTAL COMMON STOCKS
(Cost $3,603,038,110) $4,161,220,159
--------------
Principal
Amount
TEMPORARY CASH INVESTMENTS - 5.4%
Repurchase Agreement - 2.6%
$109,000,000 UBS Warburg, Inc., 5.18%, dated 3/31/06,
repurchase price of $109,000,000 plus
accrued interest on 4/2/07 collateralized by
$113,915,000 U.S. Treasury Note, 0.0%,
9/20/07 $ 109,000,000
--------------
The accompanying notes are an integral part of these financial statements. 19
Pioneer Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 3/31/07 (unaudited) (continued)
- --------------------------------------------------------------------------------
Shares Value
Time Deposits - 2.8%
37,729,747 Bank of Montreal, 5.38%, 4/2/07 $ 37,729,747
39,664,605 Dresdner Bank AG, 5.43%, 4/2/07 39,664,605
34,101,886 Rabobank Nederland N.V., 5.4%, 4/2/07 34,101,886
9,432,437 Royal Bank of Canada, 5.41%, 4/2/07 9,432,437
--------------
$ 120,928,675
--------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $229,928,675) $ 229,928,675
--------------
TOTAL INVESTMENT IN SECURITIES - 102.2%
(Cost $3,832,966,785) (a) $4,391,148,834
--------------
OPTIONS WRITTEN - (0.1)%
Call Option - (0.1)%
(1,750) Kroger Co., expiring May 2007 at $30 $ (43,750)
(3,000) Marathon Oil Corp., expiring April 2007 at $95 (1,560,000)
--------------
$ (1,603,750)
--------------
Put Option - (0.0)%
(3,000) GPS U.S., expiring April 2007 at $17.5 $ (180,000)
(2,687) NEM U.S., expiring April 2007 at $42.5 (349,310)
--------------
$ (529,310)
--------------
TOTAL OPTIONS WRITTEN
(Cost $(1,603,168)) $ (2,133,060)
--------------
OTHER ASSETS AND LIABILITIES - (2.1)% $ (92,156,122)
--------------
TOTAL NET ASSETS - 100.0% $4,296,859,652
==============
(A.D.R.) American Depositary Receipt
* Non-income producing security.
(a) At March 31, 2007, the net unrealized gain on investments based on cost
for federal income tax purposes of $3,845,445,135 was as follows:
Aggregate gross unrealized gain for all investments in which there is
an excess of value over tax cost $597,644,267
Aggregate gross unrealized loss for all investments in which there is
an excess of tax cost over value (51,940,568)
------------
Net unrealized gain $545,703,699
============
20 The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund
- --------------------------------------------------------------------------------
(b) At March 31, 2007, the following securities were out on loan:
Shares Security Value
492,000 Advanced Micro Devices, Inc.* $ 6,425,520
975,000 The First Marblehead Corp. 43,767,750
1,670,250 General Electric Co. 59,060,040
377,100 Unum Group 8,684,613
------------
Total $117,937,923
============
Purchases and sales of securities (excluding temporary cash investments) for the
six months ended March 31, 2007 aggregated $928,245,522 and $1,256,706,769,
respectively.
The accompanying notes are an integral part of these financial statements. 21
Pioneer Value Fund
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES 3/31/07 (unaudited)
- --------------------------------------------------------------------------------
ASSETS:
Investment in securities (including securities loaned of
$117,937,923) (cost $3,832,966,785) $4,391,148,834
Cash 624,629
Receivables -
Investment securities sold 30,067,301
Fund shares sold 1,135,015
Dividends, interest and foreign taxes withheld 8,415,598
Other 189,132
--------------
Total assets $4,431,580,509
--------------
LIABILITIES:
Payables -
Investment securities purchased $ 6,737,474
Fund shares repurchased 3,728,697
Upon return of securities loaned 120,928,675
Options written, at value (premiums received $1,603,168) 2,133,060
Due to affiliates 907,079
Accrued expenses 285,872
--------------
Total liabilities $ 134,720,857
--------------
NET ASSETS:
Paid-in capital $3,562,920,820
Undistributed net investment income 24,074,381
Accumulated net realized gain on investments 152,210,880
Net unrealized gain on investments and written options 557,652,157
Net unrealized gain on forward foreign currency contracts
and other assets and liabilities denominated in foreign
currencies 1,414
--------------
Total net assets $4,296,859,652
--------------
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (based on $3,931,469,176/231,472,047 shares) $ 16.98
==============
Class B (based on $32,601,031/2,078,229 shares) $ 15.69
==============
Class C (based on $8,494,242/542,324 shares) $ 15.66
==============
Class Y (based on $324,295,203/18,941,148 shares) $ 17.12
==============
MAXIMUM OFFERING PRICE:
Class A ($16.98 [divided by] 94.25%) $ 18.02
==============
22 The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS (unaudited)
- --------------------------------------------------------------------------------
For the Six Months Ended 3/31/07
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $9,614) $ 55,293,879
Interest 3,233,363
Income from securities loaned, net 27,693
------------
Total investment income $ 58,554,935
------------
EXPENSES:
Management fees
Basic Fee $ 13,114,146
Performance Adjustment (2,067,660)
Transfer agent fees and expenses
Class A 3,193,887
Class B 101,654
Class C 22,920
Investor Class 43,428
Class R 536
Class Y 4,630
Distribution fees
Class A 4,820,735
Class B 178,153
Class C 44,517
Class R 167
Administrative reimbursements 452,462
Custodian fees 67,898
Registration fees 17,994
Professional fees 82,951
Printing expense 33,288
Fees and expenses of nonaffiliated trustees 31,393
Miscellaneous 59,262
------------
Total expenses $ 20,202,361
Less fees paid indirectly (141,326)
------------
Net expenses $ 20,061,035
------------
Net investment income $ 38,493,900
------------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) on:
Investments $280,178,290
Written options closed/expired 4,868,220
Forward foreign currency contracts and other assets
and liabilities denominated in foreign currencies (495,555) $284,550,955
------------ ------------
Change in net unrealized gain on:
Investments $ 28,719,774
Written options (529,892)
Forward foreign currency contracts and other assets
and liabilities denominated in foreign currencies 7,472 $ 28,197,354
------------ ------------
Net gain on investments and foreign currency
transactions $312,748,309
------------
Net increase in net assets resulting from operations $351,242,209
============
The accompanying notes are an integral part of these financial statements. 23
Pioneer Value Fund
- --------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
For the Six Months Ended 3/31/07 and the Year Ended 9/30/06
Six Months Ended
3/31/07 Year Ended
(unaudited) 9/30/06
FROM OPERATIONS:
Net investment income $ 38,493,900 $ 64,607,857
Net realized gain on investments and foreign
currency transactions 284,550,955 545,722,632
Change in net unrealized gain (loss) on investments
and foreign currency transactions 28,197,354 (274,712,015)
-------------- --------------
Net increase in net assets resulting
from operations $ 351,242,209 $ 335,618,474
-------------- --------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income:
Class A ($0.15 and $0.25 per share, respectively) $ (34,929,658) $ (53,968,147)
Class B ($0.06 and $0.02 per share, respectively) (138,419) (46,714)
Class C ($0.06 and $0.03 per share, respectively) (37,019) (15,416)
Investor Class ($0.00 and $0.29 per share,
respectively) - (1,986,739)
Class Y ($0.18 and $0.24 per share, respectively) (3,300,200) (4,420,701)
Net realized gain:
Class A ($2.86 and $0.12 per share, respectively) (575,019,964) (26,160,347)
Class B ($2.86 and $0.12 per share, respectively) (5,835,262) (340,908)
Class C ($2.86 and $0.12 per share, respectively) (1,444,227) (64,584)
Investor Class ($2.86 and $0.12 per share,
respectively) (18,158,124) (818,170)
Class R ($2.86 and $0.12 per share, respectively) (17,330) (842)
Class Y ($2.86 and $0.12 per share, respectively) (50,100,369) (2,061,923)
-------------- --------------
Total distributions to shareowners $ (688,980,572) $ (89,884,491)
-------------- --------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 147,766,717 $ 256,051,331
Reinvestment of distributions 622,828,251 78,542,681
Cost of shares repurchased (488,732,355) (722,484,976)
-------------- --------------
Net increase (decrease) in net assets resulting
from Fund share transactions $ 281,862,613 $ (387,890,964)
-------------- --------------
Net decrease in net assets $ (55,875,750) $ (142,156,981)
NET ASSETS:
Beginning of period 4,352,735,402 4,494,892,383
-------------- --------------
End of period $4,296,859,652 $4,352,735,402
============== ==============
Undistributed net investment income $ 24,074,381 $ 23,985,777
============== ==============
24 The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
'07 Shares '07 Amount '06 Shares '06 Amount
(unaudited) (unaudited)
CLASS A
Shares sold 5,726,887 $ 98,336,925 7,176,182 $ 128,419,017
Reinvestment of distributions 34,399,772 571,961,389 4,175,332 73,338,120
Conversion of Investor Class
Shares to Class A Shares 7,261,950 122,145,998 - -
Less shares repurchased (23,664,960) (416,923,950) (31,366,142) (562,855,428)
----------- -------------- ----------- --------------
Net increase (decrease) 23,723,649 $ 375,520,362 (20,014,628) $ (361,098,291)
=========== ============== =========== ==============
CLASS B
Shares sold 84,708 $ 1,380,947 247,037 $ 4,146,733
Reinvestment of distributions 354,676 5,440,004 21,488 352,191
Less shares repurchased (499,776) (8,080,553) (1,249,104) (20,901,280)
----------- -------------- ----------- --------------
Net decrease (60,392) $ (1,259,602) (980,579) $ (16,402,356)
=========== ============== =========== ==============
CLASS C
Shares sold 62,363 $ 1,021,845 105,209 $ 1,757,404
Reinvestment of distributions 86,750 1,328,033 4,360 71,345
Less shares repurchased (110,096) (1,768,209) (150,906) (2,543,440)
----------- -------------- ----------- --------------
Net increase (decrease) 39,017 $ 581,669 (41,337) $ (714,691)
=========== ============== =========== ==============
INVESTOR CLASS
Shares sold 23 $ 384 1,559 $ 28,334
Reinvestment of distributions 1,000,967 16,646,079 144,180 2,534,381
Conversion of Investor Class
Shares to Class A Shares (7,254,000) (122,145,998) - -
Less shares repurchased (217,458) (3,941,403) (826,285) (14,816,419)
----------- -------------- ----------- --------------
Net decrease (6,470,468) $ (109,440,938) (680,546) $ (12,253,704)
=========== ============== =========== ==============
CLASS R
Shares sold 661 $ 11,290 7,257 $ 123,655
Reinvestment of distributions 1,093 17,328 49 838
Less shares repurchased (7,588) (123,431) (3,463) (61,396)
----------- -------------- ----------- --------------
Net increase (decrease) (5,834) $ (94,813) 3,843 $ 63,097
=========== ============== =========== ==============
CLASS Y
Shares sold 2,734,435 $ 47,015,326 6,888,080 $ 121,576,188
Reinvestment of distributions 1,636,913 27,435,418 127,515 2,245,806
Less shares repurchased (3,317,694) (57,894,809) (6,821,009) (121,307,013)
----------- -------------- ----------- --------------
Net increase 1,053,654 $ 16,555,935 194,586 $ 2,514,981
=========== ============== =========== ==============
The accompanying notes are an integral part of these financial statements. 25
Pioneer Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
3/31/07 Ended Ended Ended Ended Ended
(unaudited) 9/30/06 9/30/05 9/30/04 9/30/03 9/30/02
CLASS A
Net asset value, beginning of period $ 18.55 $ 17.55 $ 18.83 $ 16.25 $ 15.29 $ 19.12
---------- ---------- ---------- ---------- ---------- ----------
Increase (decrease) from investment operations:
Net investment income $ 0.13 $ 0.28 $ 0.14 $ 0.14 $ 0.11 $ 0.15
Net realized and unrealized gain (loss) on investments
and foreign currency transactions 1.31 1.09 2.26 2.62 3.20 (3.17)
---------- ---------- ---------- ---------- ---------- ----------
Net increase (decrease) from investment operations $ 1.44 $ 1.37 $ 2.40 $ 2.76 $ 3.31 $ (3.02)
Distributions to shareowners:
Net investment income (0.15) (0.25) (0.12) (0.14) (0.24) (0.09)
Net realized gain (2.86) (0.12) (3.56) (0.04) (2.11) (0.72)
---------- ---------- ---------- ---------- ---------- ----------
Net increase (decrease) in net asset value $ (1.57) $ 1.00 $ (1.28) $ 2.58 $ 0.96 $ (3.83)
---------- ---------- ---------- ---------- ---------- ----------
Net asset value, end of period $ 16.98 $ 18.55 $ 17.55 $ 18.83 $ 16.25 $ 15.29
========== ========== ========== ========== ========== ==========
Total return* 8.25% 7.89% 13.81% 17.04% 22.94% (16.78)%
Ratio of net expenses to average net assets+ 0.95%** 0.94% 0.98% 1.02% 1.19% 1.16%
Ratio of net investment income to average net assets+ 1.73%** 1.44% 0.85% 0.72% 0.85% 0.74%
Portfolio turnover rate 81%** 86% 53% 40% 40% 61%
Net assets, end of period (in thousands) $3,931,469 $3,852,832 $3,997,849 $3,745,950 $3,424,962 $3,016,623
Ratios assuming reduction for fees paid indirectly:
Net expenses 0.94%** 0.94% 0.97% 1.02% 1.19% 1.16%
Net investment income 1.74%** 1.44% 0.86% 0.72% 0.85% 0.74%
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
26 The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
3/31/07 Ended Ended Ended Ended Ended
(unaudited) 9/30/06 9/30/05 9/30/04 9/30/03 9/30/02
CLASS B
Net asset value, beginning of period $ 17.36 $ 16.40 $ 17.87 $ 15.45 $ 14.71 $ 18.53
------- ------- ------- ------- ------- -------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.05 $ 0.10 $ (0.04) $ (0.04) $ (0.13) $ (0.08)
Net realized and unrealized gain (loss) on investments
and foreign currency transactions 1.20 1.00 2.13 2.50 3.08 (3.02)
------- ------- ------- ------- ------- -------
Net increase (decrease) from investment operations $ 1.25 $ 1.10 $ 2.09 $ 2.46 $ 2.95 $ (3.10)
Distributions to shareowners:
Net investment income (0.06) (0.02) - - (0.10) -
Net realized gain (2.86) (0.12) (3.56) (0.04) (2.11) (0.72)
------- ------- ------- ------- ------- -------
Net increase (decrease) in net asset value $ (1.67) $ 0.96 $ (1.47) $ 2.42 $ 0.74 $ (3.82)
------- ------- ------- ------- ------- -------
Net asset value, end of period $ 15.69 $ 17.36 $ 16.40 $ 17.87 $ 15.45 $ 14.71
======= ======= ======= ======= ======= =======
Total return* 7.67% 6.74% 12.66% 15.95% 21.11% (17.68)%
Ratio of net expenses to average net assets+ 2.11%** 2.03% 2.03% 1.89% 2.69% 2.28%
Ratio of net investment income (loss) to average net
assets+ 0.57%** 0.32% (0.21)% (0.15)% (0.66)% (0.38)%
Portfolio turnover rate 81%** 86% 53% 40% 40% 61%
Net assets, end of period (in thousands) $32,601 $37,116 $51,164 $32,440 $21,666 $17,976
Ratios assuming reduction for fees paid indirectly:
Net expenses 2.08%** 2.03% 2.02% 1.89% 2.68% 2.29%
Net investment income (loss) 0.60%** 0.32% (0.20)% (0.15)% (0.65)% (0.39)%
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements. 27
Pioneer Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
3/31/07 Ended Ended Ended Ended Ended
(unaudited) 9/30/06 9/30/05 9/30/04 9/30/03 9/30/02
CLASS C
Net asset value, beginning of period $ 17.33 $ 16.39 $ 17.87 $ 15.49 $ 14.69 $ 18.53
------- ------- ------- ------- ------- -------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.04 $ 0.07 $ (0.04) $ (0.09) $ (0.12) $ (0.10)
Net realized and unrealized gain (loss) on investments
and foreign currency transactions 1.21 1.02 2.12 2.51 3.13 (3.02)
------- ------- ------- ------- ------- -------
Net increase (decrease) from investment operations $ 1.25 $ 1.09 $ 2.08 $ 2.42 $ 3.01 $ (3.12)
Distributions to shareowners:
Net investment income (0.06) (0.03) - - (0.10) -
Net realized gain (2.86) (0.12) (3.56) (0.04) (2.11) (0.72)
------- ------- ------- ------- ------- -------
Net increase (decrease) in net asset value $ (1.67) $ 0.94 $ (1.48) $ 2.38 $ 0.80 $ (3.84)
------- ------- ------- ------- ------- -------
Net asset value, end of period $ 15.66 $ 17.33 $ 16.39 $ 17.87 $ 15.49 $ 14.69
======= ======= ======= ======= ======= =======
Total return* 7.71% 6.68% 12.60% 15.66% 21.61% (17.79)%
Ratio of net expenses to average net assets+ 2.05%** 2.03% 2.08% 2.21% 2.48% 2.32%
Ratio of net investment income (loss) to average net
assets+ 0.63%** 0.34% (0.25)% (0.47)% (0.44)% (0.42)%
Portfolio turnover rate 81%** 86% 53% 40% 40% 61%
Net assets, end of period (in thousands) $ 8,494 $ 8,723 $ 8,926 $ 9,168 $ 6,349 $ 4,256
Ratios assuming reduction for fees paid indirectly:
Net expenses 2.03%** 2.03% 2.07% 2.20% 2.47% 2.32%
Net investment income (loss) 0.65%** 0.34% (0.24)% (0.46)% (0.43)% (0.42)%
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
28 The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
For the period
from 10/1/06
to Year 12/10/04 (a)
12/10/06 (c) Ended to
(unaudited) 9/30/06 9/30/05
INVESTOR CLASS
Net asset value, beginning of period $ 18.56 $ 17.57 $ 17.30
------- -------- --------
Increase from investment operations:
Net investment income $ 0.07 $ 0.31 $ 0.15
Net realized and unrealized gain on invest-
ments and foreign currency transactions 1.07 1.09 1.15
------- -------- --------
Net increase from investment operations $ 1.14 $ 1.40 $ 1.30
Distributions to shareowners:
Net investment income - (0.29) (0.07)
Net realized gain (2.86) (0.12) (0.96)
------- -------- --------
Net increase (decrease) in net asset value $ (1.72) $ 0.99 $ 0.27
------- -------- --------
Net asset value, end of period $ 16.84 $ 18.56 $ 17.57
======= ======== ========
Total return* 6.36% 8.11% 7.54%(b)
Ratio of net expenses to average net assets+ 0.72%** 0.72% 0.75%**
Ratio of net investment income to average
net assets+ 1.98%** 1.66% 1.03%**
Portfolio turnover rate 81%** 86% 53%
Net assets, end of period (in thousands) $ - $120,077 $125,647
Ratios assuming reduction for fees paid
indirectly:
Net expenses 0.70%** 0.72% 0.74%**
Net investment income 2.00%** 1.66% 1.04%**
(a) Investor Class shares were issued in reorganization on December 10, 2004.
(b) Not annualized.
(c) Investor Class shares were converted to Class A shares on December 10,
2006.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements. 29
Pioneer Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
For the period
from 10/1/06
to Year Year Year 4/1/03 (a)
2/1/07 (c) Ended Ended Ended to
CLASS R (unaudited) 9/30/06 9/30/05 9/30/04 9/30/03
Net asset value, beginning of period $ 17.87 $ 17.10 $ 18.64 $ 16.24 $ 13.91
--------- ------- ------- ------- -------
Increase (decrease) from investment operations:
Net investment income (loss) $ (0.45) $ (0.29) $ (0.18) $ (0.12) $ 0.05
Net realized and unrealized gain on investments and
foreign currency transactions 1.88 1.18 2.20 2.65 2.34
--------- ------- ------- ------- -------
Net increase from investment operations $ 1.43 $ 0.89 $ 2.02 $ 2.53 $ 2.39
Distributions to shareowners:
Net investment income - - - (0.09) (0.06)
Net realized gain (2.86) (0.12) (3.56) (0.04) -
--------- ------- ------- ------- -------
Net increase (decrease) in net asset value $ (1.43) $ 0.77 $ (1.54) $ 2.40 $ 2.33
--------- ------- ------- ------- -------
Net asset value, end of period $ 16.44 $ 17.87 $ 17.10 $ 18.64 $ 16.24
========= ======= ======= ======= =======
Total return* 8.62% 5.22% 11.65% 15.64% 17.19%(b)
Ratio of net expenses to average net assets+ 2.65%** 3.08% 3.05% 2.79% 1.42%**
Ratio of net investment income (loss) to average net assets+ (0.10)%** (0.66)% (1.17)% (1.02)% 0.71%**
Portfolio turnover rate 81%** 86% 53% 40% 40%
Net assets, end of period (in thousands) $ - $ 104 $ 34 $ 10 $ 1
Ratios assuming reduction for fees paid indirectly:
Net expenses 2.61%** 3.08% 3.03% 2.77% 1.42%**
Net investment income (loss) (0.06)%** (0.66)% (1.15)% (1.00)% 0.71%**
(a) Class R Shares were first publicly offered on April 1, 2003.
(b) Not Annualized.
(c) Class R Shares ceased operations on February 1, 2007.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
30 The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Six Months
Ended Year Year 8/11/04 (a)
3/31/07 Ended Ended to
(unaudited) 9/30/06 9/30/05 9/30/04
CLASS Y
Net asset value, beginning of period $ 18.67 $ 17.59 $ 18.84 $ 18.16
-------- -------- -------- -------
Increase from investment operations:
Net investment income $ 0.18 $ 0.33 $ 0.12 $ 0.02
Net realized and unrealized gain on investments and
foreign currency transactions 1.31 1.11 2.37 0.66
-------- -------- -------- -------
Net increase from investment operations $ 1.49 $ 1.44 $ 2.49 $ 0.68
Distributions to shareowners:
Net investment income (0.18) (0.24) (0.18) -
Net realized gain (2.86) (0.12) (3.56) -
-------- -------- -------- -------
Net increase (decrease) in net asset value $ (1.55) $ 1.08 $ (1.25) $ 0.68
-------- -------- -------- -------
Net asset value, end of period $ 17.12 $ 18.67 $ 17.59 $ 18.84
======== ======== ======== =======
Total return* 8.48% 8.31% 14.40% 3.74%(b)
Ratio of net expenses to average net assets+ 0.54%** 0.55% 0.59% 0.61%**
Ratio of net investment income to average net assets+ 2.14%** 1.84% 1.50% 1.37%**
Portfolio turnover rate 81%** 86% 53% 40%
Net assets, end of period (in thousands) $324,295 $333,884 $311,272 $ 1,872
Ratios assuming reduction for fees paid indirectly:
Net expenses 0.54%** 0.55% 0.59% 0.61%**
Net investment income 2.14%** 1.84% 1.51% 1.37%**
(a) Class Y Shares were first publicly offered on August 11, 2004.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
(b) Not annualized.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
31
Pioneer Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/07 (unaudited)
- --------------------------------------------------------------------------------
1. Organization and Significant Accounting Policies
Pioneer Value Fund (the Fund), is a Delaware statutory trust registered under
the Investment Company Act of 1940 as a diversified, open-end management
investment company. The investment objective of the Fund is reasonable income
and growth of capital.
The Trustees have authorized the issuance of four classes of shares of the Fund.
The Fund currently offers four classes of shares designated as Class A, Class B,
Class C, and Class Y shares. As planned, Investor Class shares converted to
Class A shares on December 10, 2006. Class R shares were first publicly offered
on April 1, 2003 and ceased operations on February 1, 2007. Class Y shares were
first publicly offered on August 11, 2004. Each class of shares represents an
interest in the same portfolio of investments of the Fund and has equal rights
to voting, redemptions, dividends and liquidation, except that each class of
shares can bear different transfer agent and distribution fees and have
exclusive voting rights with respect to the distribution plans that have been
adopted by Class A, Class B, and Class C, respectively. There is no distribution
plan for Class Y shares.
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 gains and losses on investments during the reporting year.
Actual results could differ from those estimates.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making it more susceptible to any
economic, political, or regulatory developments or other risks affecting those
industries and sectors. Information regarding the Fund's principal investment
risks is contained in the Fund's prospectus(es). Please refer to those documents
when considering the Fund's risks.
The following is a summary of significant accounting policies followed by the
Fund in preparation of its financial statements, which are consistent with those
policies generally accepted in the investment company industry:
32
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
A. Security Valuation
Security transactions are recorded as of trade date. The net asset value of
the Fund is computed once daily, on each day the New York Stock Exchange
(NYSE) is open, as of the close of regular trading on the NYSE. In
computing the net asset value, securities are valued at the last sale price
on the principal exchange where they are traded. Securities that have not
traded on the date of valuation, or securities for which sale prices are
not generally reported, are valued at the mean between the last bid and
asked prices. Securities for which market quotations are not readily
available are valued at their fair values as determined by, or under the
direction of, the Board of Trustees. Trading in foreign securities is
substantially completed each day at various times prior to the close of the
NYSE. The values of such securities used in computing the net asset value
of the Fund's shares are determined as of such times. The Fund also may use
the fair value of a security including a non U.S. security when the closing
market price on the principal exchange where the security is traded no
longer reflects the value of the security. At March 31, 2007 there were no
securities fair valued. Temporary cash investments are valued at either
amortized cost or net asset value.
Dividend income is recorded on the ex-dividend date, except that certain
dividends from foreign securities where the ex-dividend date may have
passed are recorded as soon as the Fund becomes aware of the ex-dividend
data in the exercise of reasonable diligence. Interest income is recorded
on the accrual basis. Dividend and interest income are reported net of
unrecoverable foreign taxes withheld at the applicable country rates.
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
B. Foreign Currency Translation
The books and records of the Fund are maintained in U.S. dollars. Amounts
denominated in foreign currencies are translated into U.S. dollars using
current exchange rates.
Net realized gains and losses on foreign currency transactions, if any,
represent, among other things, the net realized gains and losses on foreign
currency contracts, disposition of foreign
33
Pioneer Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/07 (unaudited) (continued)
- --------------------------------------------------------------------------------
currencies and the difference between the amount of income accrued and the
U.S. dollars actually received. Further, the effects of changes in foreign
currency exchange rates on investments are not segregated in the statement
of operations from the effects of changes in market price of those
securities but are included with the net realized and unrealized gain or
loss on investments.
C. Federal Income Taxes
It is the Fund's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no federal income tax provision is required.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal
income tax rules. Therefore, the sources of the Fund's distributions may be
shown in the accompanying financial statements as either from or in excess
of net investment income or net realized gain on investment transactions,
or from paid-in capital, depending on the type of book/tax differences that
may exist.
At September 30, 2006, the Fund reclassified $2,233,322 to decrease
undistributed net investment income and $2,233,322 to increase accumulated
net realized gain on investments and foreign currency transactions to
reflect permanent book/tax differences. This reclassification has no impact
on the net asset value of the Fund and is designed to present the Fund's
capital accounts on a tax basis.
The tax character of current year distributions will be determined at the
end of the fiscal year. The tax character of distributions paid during the
year ended September 30, 2006 was as follows:
- --------------------------------------------------------------------------------
2006
- --------------------------------------------------------------------------------
Distributions paid from:
Ordinary income $ 61,272,548
Long-term capital gain 28,611,943
Return of capital -
------------
Total $ 89,884,491
============
- --------------------------------------------------------------------------------
34
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
The following shows the components of distributable earnings on a federal
income tax basis at September 30, 2006.
- --------------------------------------------------------------------------------
2006
- --------------------------------------------------------------------------------
Undistributed ordinary income $ 23,985,777
Undistributed long-term gain 530,713,551
Unrealized appreciation 516,977,867
--------------
Total $1,071,677,195
==============
- --------------------------------------------------------------------------------
The difference between book-basis and tax-basis unrealized appre ciation is
attributable to the tax deferral of losses on wash sales.
D. Forward Foreign Currency Contracts
The Fund enters into forward foreign currency contracts (contracts) for the
purchase or sale of a specific foreign currency at a fixed price on a
future date as a hedge or cross-hedge against either specific investment
transactions (settlement hedges) or portfolio positions (portfolio hedges).
All contracts are marked to market daily at the applicable exchange rates,
and any resulting unrealized gains or losses are recorded in the Fund's
financial statements. The Fund records realized gains and losses at the
time a portfolio hedge is offset by entry into a closing transaction or
extinguished by delivery of the currency. Risks may arise upon entering
into these contracts from the potential inability of counterparties to meet
the terms of the contract and from unanticipated movements in the value of
foreign currencies relative to the U.S. dollar. As of March 31, 2007 the
Fund had no outstanding settlement or portfolio hedges.
E. Fund Shares
The Fund records sales and repurchases of its shares as of trade date.
Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the
Fund and a wholly owned indirect subsidiary of UniCredito Italiano S.p.A.
(UniCredito Italiano), earned $92,133 in underwriting commissions on the
sale of Class A shares during the six months ended March 31, 2007.
35
Pioneer Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/07 (unaudited) (continued)
- --------------------------------------------------------------------------------
F. Class Allocations
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 are not subject to a distribution
plan. Shareowners of each class share all expenses and fees paid to the
transfer agent, Pioneer Investment Management Shareholder Services, Inc.
(PIMSS), for its services, which are allocated based on the number of
accounts in each class and the ratable allocation of related out-of-pocket
expenses (see Note 3). Income, common expenses and realized and unrealized
gains and losses are calculated at the Fund level and allocated daily to
each class of shares based on the respective percentage of adjusted net
assets at the beginning of the day.
Distributions to shareowners are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner, at the same time, and in the same amount,
except that Class A, Class B, Class C and Class Y shares can bear different
transfer agent and distribution fees.
G. Repurchase Agreements
With respect to repurchase agreements entered into by the Fund, the value
of the underlying securities (collateral), including accrued interest
received from counterparties, is required to be at least equal to or in
excess of the value of the repurchase agreement at the time of purchase.
The collateral for all repurchase agreements is held in safekeeping in the
customer-only account of the Fund's custodian, or subcustodians. The Fund's
investment adviser, Pioneer Investment Management, Inc. (PIM), is
responsible for determining that the value of the collateral remains at
least equal to the repurchase price.
H. Security Lending
The Fund lends securities in its portfolio to certain broker-dealers or
other institutional investors, with the Fund's custodian acting as the
lending agent. When entering into a loan, the Fund receives collateral,
which is maintained by the custodian and earns income in the form of
negotiated lenders' fees. The Fund also continues to receive interest or
payments in lieu of dividends on the securities loaned. Gain or loss in the
fair value of the loaned securities that
36
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
may occur during the term of the loan will be for the account of the Fund.
The loans are secured by collateral of at least 102%, at all times, of the
fair value of the securities loaned. The amount of the collateral will be
adjusted daily to reflect any price fluctuation in the value of the loaned
securities. The Fund has the right under the lending agreements to recover
the securities from the borrower on demand. The Fund invests cash
collateral in various Time Deposits, which are sponsored by Brown Brothers
Harriman & Co., the Fund's custodian.
I. Option Writing
When the Fund writes an option, an amount equal to the premium received by
the Fund is recorded as a liability and is subsequently adjusted to the
current fair value of the option written. Premiums received from writing
options that expire unexercised are treated by the Fund on the expiration
date as realized gains from investments. The difference between the premium
and the amount paid on effecting a closing purchase transaction, including
brokerage commissions, is also treated as a realized gain, or, if the
premium is less than the amount paid for the closing purchase transaction,
as a realized loss. If a call option is exercised, the premium is added to
the proceeds from the sale of the underlying security currency in
determining whether the Fund has realized a gain or loss. The Fund as
writer of an option bears the market risk of an unfavorable change in the
price of the security underlying the written option.
Transactions in written options for the six months ended March 31, 2007 are
summarized as follows:
- --------------------------------------------------------------------------------
Number of Premiums
Contracts Received
- --------------------------------------------------------------------------------
Options outstanding at
beginning of year - $ -
Options opened 47,437 7,215,998
Options exercised (13,337) (3,211,842)
Options closed (20,000) (2,311,009)
Options expired (3,663) (89,979)
------- ----------
Options outstanding at
end of year 10,437 $1,603,168
======= ==========
- --------------------------------------------------------------------------------
37
Pioneer Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/07 (unaudited) (continued)
- --------------------------------------------------------------------------------
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredito Italiano, manages the
Fund's portfolio. PIM receives a basic fee that is calculated at the annual rate
of 0.60% of the Fund's average daily net assets up to $5 billion, 0.575% on the
next $5 billion and 0.55% on the excess over $10 billion. The basic fee is
subject to a performance adjustment (limited to a maximum of -0.10% applied to
average assets during the measurement period) based on the Fund's investment
performance as compared with the Russell 1000[RegTM] Value Index over a rolling
36-month period. In addition, the fee is further limited to a maximum annualized
rate adjustment of -0.10% (a "ceiling" and a "floor") applied to average assets
during the current month. Effective August 1, 2004, PIM commenced a voluntary
waiver of the minimum fee provision (the "floor"). For the six months ended
March 31, 2007, the aggregate performance adjustment resulted in a decrease to
the basic fee of $2,067,660. For the six months ended March 31, 2007, the net
management fee was equivalent to 0.51% of average daily net assets.
In addition, under the management and administration agreements, certain other
services and costs, including accounting, regulatory reporting and insurance
premiums, are paid by the Fund. At March 31, 2007, $111,892 was payable to PIM
related to management fees, administration costs and certain other services and
is included in due to affiliates.
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredito Italiano, provides
substantially all transfer agent and shareowner services to the Fund at
negotiated rates. Included in due to affiliates is $741,180 in transfer agent
fees payable to PIMSS at March 31, 2007.
4. Distribution and Service Plans
The Fund adopted a Plan of Distribution with respect to Class A, Class B, and
Class C shares in accordance with Rule 12b-1 under the Investment Company Act of
1940. Pursuant to the Class A Plan, the Fund pays PFD a service fee of up to
0.25% of the average daily net assets attributable to Class A shares in
reimbursement of its actual expenditures to finance activities primarily
intended to result in the sale of Class A shares. Pursuant to the Class B Plan
and the Class C Plan, the Fund pays PFD 1.00% of the average daily net assets
38
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
attributable to each class of shares. The fee consists of a 0.25% service fee
and a 0.75% distribution fee paid as compensation for personal services and/or
account maintenance services or distribution services with regard to Class B and
Class C shares. Included in due to affiliates is $54,007 in distribution fees
payable to PFD at March 31, 2007.
In addition, redemptions of each class of shares (except Class Y shares) may be
subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be
imposed on redemptions of certain net asset value purchases of Class A shares
within 18 months of purchase. Class B shares that are redeemed within five years
of purchase are subject to a CDSC at declining rates beginning at 4.00%, based
on the lower of cost or market value of shares being redeemed. Redemptions of
Class C shares within one year of purchase are subject to a CDSC of 1.00%.
Proceeds from the CDSCs are paid to PFD. For the six months ended March 31,
2007, CDSCs in the amount of $30,234 were paid to PFD.
5. Commission Recapture and Expense Offset Arrangements
Effective July 15, 2005, the Fund has entered into commission recapture
arrangements with brokers with whom PIM places trades on behalf of the Fund
where they provide services to the Fund in addition to trade execution. These
services included payments of certain expenses on behalf of the Fund. For the
six months ended March 31, 2007, expenses were reduced by $15,000 under this
agreement. In addition, the Fund has entered into certain expense offset
arrangements with PIMSS resulting in a reduction in the Fund's total expenses
due to interest earned on cash held by PIMSS. For the six months ended March 31,
2007, the Fund's expenses were reduced by $126,326 under such arrangements.
6. Line of Credit
The Fund, along with certain others in the Pioneer Family of Funds (the Funds),
collectively participate in a $200 million committed, unsecured revolving line
of credit facility. Borrowings are used solely for temporary or emergency
purposes. The Fund may borrow up to the lesser of $200 million or the limits set
by its prospectus for borrowings. Interest on collective borrowings is payable
at the Federal Funds Rate plus 1/2%, on an annualized basis. The Funds pay an
annual commitment fee for this facility. The commitment fee is allocated
39
Pioneer Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/07 (unaudited) (continued)
- --------------------------------------------------------------------------------
among such Funds based on their respective borrowing limits. For the six months
ended March 31, 2007, the Fund had no borrowings under this agreement.
7. Merger Information
On September 22, 2005, beneficial owners of AmSouth Value Fund approved a
proposed Agreement and Plan of Reorganization that provided for the merger
listed below. This tax-free reorganization was accomplished on September 23,
2005, by exchanging all of AmSouth Value Fund's net assets for Value Fund's
shares, based on Value Fund's Class A, Class B, Class C, Investor Class, Class R
and Class Y shares' ending net asset value, respectively. The following charts
show the details of the reorganizations as of that closing date ("Closing
Date"):
40
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
Pioneer AmSouth Pioneer
Value Fund Value Fund Value Fund
(Pre-Reorganization) (Pre-Reorganization) (Post-Reorganization)
- -------------------------------------------------------------------------------------
Net Assets
Class A $3,846,864,590 $110,131,470 $3,956,996,060
Class B $ 26,743,819 $ 24,011,838 $ 50,755,657
Class C $ 8,808,028 $ - $ 8,808,028
Class R $ 33,730 $ - $ 33,730
Class Y $ 14,016,138 $ - $ 308,920,188
Investor Class $ 124,517,490 $ - $ 124,517,490
Class I $ - $294,904,050 $ -
Total Net
Assets $4,020,983,794 $429,047,359 $4,450,031,153
Shares
Outstanding
Class A 221,821,985 6,958,193 228,173,281
Class B 1,650,090 1,553,237 3,131,388
Class C 543,908 - 543,908
Class R 1,994 - 1,994
Class Y 808,519 - 20,776,532
Investor Class 7,173,404 - 7,173,404
Class I - 18,668,696 -
Shares
Issued in
Reorganization
Class A 6,351,296
Class B 1,481,298
Class Y 16,968,012
- -------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Unrealized Accumulated
Depreciation on Gain on
Closing Date Closing Date
- --------------------------------------------------------------------------------
AmSouth Value Fund $73,055,075 $(28,434,297)
=========== =============
- --------------------------------------------------------------------------------
41
Pioneer Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/07 (unaudited) (continued)
- --------------------------------------------------------------------------------
8. New Pronouncements
On July 13, 2006, the Financial Accounting Standards Board (FASB) released FASB
Interpretation No. 48 "Accounting for Uncertainty in Income Taxes" (FIN 48). FIN
48 provides guidance for how uncertain tax positions should be recognized,
measured, presented and disclosed in the financial statements. FIN 48 requires
the evaluation of tax positions taken or expected to be taken in the course of
preparing the Fund's tax returns to determine whether the tax positions have a
"more-likely-than-not" probability of being sustained by the applicable tax
authority. Tax positions deemed to not meet the more-likely-than-not threshold
would be recorded as a tax benefit or expense in the reporting period in which
they are realized. Adoption of FIN 48 is required for fiscal years beginning
after December 15, 2006 and is to be applied to all open tax years as of no
later than June 29, 2007. At this time, management is evaluating the
implications of FIN 48 and any impact in the financial statements has not yet
been determined.
In addition, in September 2006, Statement of Financial Accounting Standards No.
157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal
years beginning after November 15, 2007. SFAS 157 defines fair value,
establishes a framework for measuring fair value and expands disclosures about
fair value measurements. Management is currently evaluating the impact the
adoption of SFAS 157 will have on the Fund's financial statement disclosures.
42
Pioneer Value Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT
- --------------------------------------------------------------------------------
The Investment Company Act of 1940 requires that both the Board of Trustees and
a majority of the Independent Trustees (collectively "the Trustees"), voting
separately, annually approve the Fund's management contract (the "Management
Contract"). The Trustees have determined that the terms of the Management
Contract are fair and reasonable and that renewal of the contract: (i) will
enable the Fund to receive quality investment advisory services at a fee deemed
reasonable; and (ii) is in the best interests of the Fund and its shareowners.
In making such determinations, the Independent Trustees relied upon the
assistance of counsel to the Independent Trustees and counsel to the Fund.
Throughout the year, the Independent Trustees regularly met in executive
session, separately from the Interested Trustees of the Fund and any officer of
Pioneer Investment Management, Inc., the Fund's adviser (the "Investment
Adviser"), or its affiliates. While the Trustees, including the Interested
Trustees, act on all major matters relating to the Fund, a significant portion
of the activities of the Board of Trustees (including certain of those described
herein) is conducted through committees, the members of which are comprised
exclusively of Independent Trustees. Such committee meetings are attended by
officers of the Fund and/or officers of the Investment Adviser to the extent
requested by the members of the committee.
In evaluating the Management Contract, the Trustees conducted a review that was
specifically focused upon the renewal of the Management Contract, and also
relied upon their knowledge, resulting from their meetings throughout the year,
of the Investment Adviser, its services and the Fund. Both in meetings
specifically dedicated to renewal of the Management Contract and at other
meetings during the course of the year, the Trustees, including the Independent
Trustees, received materials relating to the Investment Adviser's investment and
management services under the Management Contract. These materials included
information on (i) the investment performance of the Fund, a peer group of funds
as classified by Morningstar, Inc., an independent evaluation service
("Morningstar") and an index considered appropriate by the Independent Trustees
for this purpose, (ii) sales and redemption activity in respect of the Fund,
(iii) the general investment outlook in the markets in which the Fund invests,
(iv) arrangements in respect of the distribution of the Fund's shares, (v) the
procedures employed to determine the value of each of the Fund's assets, (vi)
the Investment Adviser's management of the relationships with the Fund's
unaffiliated service providers, (vii) the
43
Pioneer Value Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT (continued)
- --------------------------------------------------------------------------------
record of compliance with the Fund's investment policies and restrictions and
with the Fund's Code of Ethics and the structure and responsibilities of the
Investment Adviser's compliance department and (viii) the nature, cost and
character of non-investment management services provided by the Investment
Adviser and its affiliates.
Specifically in connection with the Independent Trustees' review of the
Management Contract, the Independent Trustees requested, and the Investment
Adviser provided, additional information in order to evaluate the quality of the
Investment Adviser's services and the reasonableness of the fee under the
Management Contract. Among other items, this information included data or
analyses of (1) investment performance for one, three, five and ten year periods
for the Fund and a peer group of funds selected on the basis of criteria
considered appropriate by the Independent Trustees for this purpose, (2)
management and other fees incurred by a peer group of funds selected on the
basis of criteria considered appropriate by the Independent Trustees for this
purpose, (3) the advisory fees of comparable portfolios of other clients of the
Investment Adviser, (4) expense ratios for the Fund and a peer group of funds
selected on the basis of criteria considered appropriate by the Independent
Trustees for this purpose, (5) the overall organization of the Investment
Adviser, (6) the Investment Adviser's financial results and condition, including
its and certain of its affiliates' profitability in providing services to the
Fund, (7) transfer agency fees and administrative reimbursements paid to the
Investment Adviser or affiliates, (8) investment management staffing, and (9)
operating expenses paid by the Funds to third parties. The Trustees also
reviewed information regarding the potential for each of the Fund and the
Investment Adviser to benefit from further economies of scale in the management
of the Fund in light of reasonable growth expectations for the Fund and certain
of the Fund's expenses that are incurred on a basis other than as a percentage
of net assets.
The following summarizes factors considered by the Trustees in connection with
reviewing the information described above and their renewal of the Fund's
Management Contract. The Trustees did not identify any single factor as
all-important or controlling, and the summary does not detail all the matters
that were considered.
A. Ancillary Benefits to Shareowners. The Trustees considered the benefits to
shareowners of investing in a Fund that is part of a large number of
investment companies offering a variety of
44
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
investment disciplines and providing for a large variety of Fund and
shareowner services.
B. Compliance and Investment Performance. The Trustees determined that the
Investment Adviser had policies and systems reasonably designed to achieve
compliance with the Fund's investment objective and regulatory
requirements. The Trustees also reviewed the Fund's absolute investment
performance based upon total return, as well as the Fund's performance
relative to the performance of both a peer group and an index considered
appropriate by the Independent Trustees for this purpose. The Fund's
performance, based upon total return, was in the third quintile of its
Morningstar category peer group for the 12 months ended June 30, 2006, the
third quintile of the peer group for the three years ended June 30, 2006,
the third quintile for the five years ended June 30, 2006, and the fourth
quintile for the ten years ended June 30, 2006. (In all quintile rankings
referred to throughout this discussion first quintile is most favorable to
the Fund's shareowners. Thus, highest relative performance would be first
quintile and lowest relative expenses also would be first quintile.) The
Trustees, focusing on three-year total returns, concluded that the
performance of the Fund was satisfactory.
C. The Investment Adviser's Personnel and Methods. The Trustees reviewed the
background of members of the team responsible for the daily management of
the Fund and the Fund's investment objective and discipline. The
Independent Trustees also have had discussions with senior management of
the Investment Adviser responsible for investment operations and the senior
management of the Investment Adviser's equities group. Among other things,
the Trustees considered the size, education and experience of the
Investment Adviser's investment staff and their use of technology and
emphasis on analytics in view of the risk profile of securities in which
the Fund invests. The Trustees concluded that the Investment Adviser had
the quality and depth of personnel and the well-developed methods essential
to perform its duties under the Management Contract.
D. Nature and Quality of Other Services. The Trustees considered the nature,
quality and extent of other services provided to shareowners of the Fund,
including administrative and shareowner services performed by the
Investment Adviser under the Management Contract. The Trustees also
considered the reasonableness of the
45
Pioneer Value Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT (continued)
- --------------------------------------------------------------------------------
arrangements for reimbursement of the Investment Adviser's out-of-pocket
costs and expenses, including overhead, for certain administrative services
that the Investment Adviser is not required to provide under the Management
Contract. The Trustees also considered the nature and extent of the other
services provided by the Investment Adviser or its affiliates under other
contracts, as well as the Investment Adviser's supervision of third party
service providers. Based on these considerations, the Trustees concluded
that the nature, quality and extent of such services are satisfactory and
reliable and serve the shareowners of the Fund well.
E. Management Fee and Expenses. The Trustees considered the Investment
Adviser's fee under the Management Contract relative to the management fees
charged by its Morningstar category peer group. The Fund's management fee
for the 12 months ended June 30, 2006 was in the first quintile relative to
the management fees paid by the other funds in that peer group for the
comparable period. The Trustees also considered the Fund's expense ratio
for the 12 months ended June 30, 2006 and expense ratios for the comparable
period of the peer group of funds selected on the basis of criteria
considered appropriate by the Independent Trustees for this purpose using
data provided by Strategic Insight Mutual Fund Research and Consulting,
LLC, an independent third party. The Trustees found the Fund's expense
ratio for the 12 months ended June 30, 2006 to be in the second quintile,
according to data for the applicable peer group for the most recent fiscal
year.
F. Profitability. The Trustees considered the level of the Investment
Adviser's profits with respect to the management of the Pioneer Funds,
including a review of the Investment Adviser's methodology in allocating
certain of its costs to the management of each Fund, as well as the
financial results realized by the Investment Adviser in connection with the
operation of the Fund. They further considered the profits realized by the
Investment Adviser and its affiliates from non-fund businesses that may
benefit from or be related to the Fund's business. The Trustees considered
the Investment Adviser's profit margins in comparison with the limited
industry data available. The Trustees concluded that the Investment
Adviser's profits from management of the Pioneer Funds, including the
financial results derived from the Fund, bear a reasonable relationship to
the services rendered and are fair for the management of the Fund.
46
Pioneer Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
G. Economies of Scale. The Trustees considered the economies of scale with
respect to the management of the Fund, whether the Fund had appropriately
benefited from any economies of scale, and whether there was potential for
realization of any further economies of scale. The Trustees concluded that,
because of break points at future asset levels, any perceived or potential
economies of scale would be shared between Fund's shareowners and the
Investment Adviser in a reasonable manner as the Fund grows in size.
H. Other Benefits to the Investment Adviser. The Trustees also considered the
character and amount of fees paid by the Fund, other than under the
Management Contract, for services provided by the Investment Adviser and
affiliates, including fees for services such as shareowner services. The
Trustees also considered the receipt of sales loads and payments under Rule
12b-1 plans in respect of the Pioneer Funds (including the Fund), and
benefits to the Investment Adviser from the use of "soft" commission
dollars to pay for research services. The Trustees further considered the
revenues and profitability of the Investment Adviser's businesses other
than the fund business, including the Investment Adviser's institutional
investment advisory business. The Trustees considered the intangible
benefits that accrue to the Investment Adviser and its affiliates by virtue
of its relationship with the Fund and the Pioneer Funds as a group. The
Trustees concluded that all these types of benefits accruing to the
Investment Adviser were reasonable in the context of the overall
relationship between the Investment Adviser and the Fund.
Conclusion. In light of the Investment Adviser's overall performance, the
Trustees considered it appropriate to continue to retain the management services
of the Investment Adviser. Based on their review of the overall nature and
quality of services provided by the Investment Adviser and the fees charged by
other funds in the Fund's relevant peer group, and taking into account all
material factors deemed relevant by the Trustees as well as the advice of
independent counsel, the Trustees concluded that the Management Contract with
the Fund, including the fee payable thereunder, was fair and reasonable and that
its renewal was in the best interests of the Fund and its shareholders.
Accordingly, the Trustees voted to approve the continuation of the Management
Contract for another year.
47
Pioneer Value Fund
- --------------------------------------------------------------------------------
TRUSTEES, OFFICERS AND SERVICE PROVIDERS
- --------------------------------------------------------------------------------
Trustees Officers
John F. Cogan, Jr., Chairman John F. Cogan, Jr., President
David R. Bock Daniel K. Kingsbury, Executive
Mary K. Bush Vice President
Margaret B.W. Graham Vincent Nave, Treasurer
Thomas J. Perna Dorothy E. Bourassa, Secretary
Marguerite A. Piret
John Winthrop
Investment Adviser and Administrator
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Wilmer Cutler Pickering Hale and Dorr LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during the
most recent 12-month period ended June 30 is publicly available to shareowners
at www.pioneerinvestments.com. This information is also available on the
Securities and Exchange Commission's web site at http://www.sec.gov.
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HOW TO CONTACT PIONEER
- --------------------------------------------------------------------------------
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
Account Information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Telecommunications Device for the Deaf (TDD) 1-800-225-1997
Write to us:
PIMSS, Inc.
P.O. Box 55014
Boston, Massachusetts 02205-5014
Our toll-free fax 1-800-225-4240
Our internet e-mail address ask.pioneer@pioneerinvestments.com
(for general questions about Pioneer only)
Visit our web site: www.pioneerinvestments.com
Before investing consider the Fund's investment objectives, risks, charges and
expenses. Contact your advisor or Pioneer Investments for a prospectus
containing this information. Read it carefully.
The Fund files a complete statement of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
web site at http://www.sec.gov. The filed form may also be viewed and copied at
the Commission's Public Reference Room in Washington, DC. Information regarding
the operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR;
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
N/A
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
N/A
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
N/A
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
N/A
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
- ---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
- ---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
- ---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
- ---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
- ----------------------- --------------------------- -----------------------------------------------
- ------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------- -------------------------
- ------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
- ------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
- ----------------------- --------------------------- -----------------------------------------------
- --------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
- ------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
- ----------------------- ------------------------- -----------------------------------------------
- ------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
- ------------------------------------------- ------------------------------
- --------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
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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.
N/A
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
N/A
(h) Disclose whether the registrant's audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrant's investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
N/A
Item 5. Audit Committee of Listed Registrants
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrants audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
Item 6. Schedule of Investments.
File Schedule I Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.12-
12 of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
Not applicable to open-end management investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment
Companies.
(a) If the registrant is a closed-end management investment company that
is filing an annual report on this Form N-CSR,provide the following
information:
(1) State the name, title, and length of service of the person or persons
employed by or associated with the registrant or an investment adviser
of the registrant who are primarily responsible for the day-to-day management
of the registrants portfolio (Portfolio Manager). Also state each Portfolio
Managers business experience during the past 5 years.
Not applicable to open-end management investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrants equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781). Instruction to paragraph (a). Disclose
all purchases covered by this Item, including purchases that do not
satisfy the conditions of the safe harbor of Rule 10b-18 under the
Exchange Act (17 CFR 240.10b-18), made in the period covered by the
report. Provide disclosures covering repurchases made on a monthly basis.
For example, if the reporting period began on January 16 and ended on
July 15, the chart would show repurchases for the months from January 16
through February 15, February 16 through March 15, March 16 through
April 15, April 16 through May 15, May 16 through June 15, and June 16
through July 15.
Not applicable to open-end management investment companies.
Item 10. Submission of Matters to a Vote of Security Holders.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrants board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G)
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrants board of
directors since the registrant last provided disclosure in response
to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14(A) in
its definitive proxy statement, or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, about the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR
270.30a-2(c))) based on their evaluation of these controls and procedures as of
a date within 90 days of the filing date of the report that includes the
disclosure required by this paragraph.
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on their evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose whether or not there were significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(b) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2 under the Act
(17 CFR 270.30a-2).
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Value Fund
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date May 30, 2007
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date May 30, 2007
By (Signature and Title)* /s/ Vincent Nave
Vincent Nave, Treasurer
Date May 30, 2007
* Print the name and title of each signing officer under his or her signature.