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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21460
Pioneer Series Trust II
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Terrence J. Cullen, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: November 30
Date of reporting period: December 31, 2013 through May 31, 2014
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
Pioneer Select
Mid Cap Growth Fund
--------------------------------------------------------------------------------
Semiannual Report | May 31, 2014
--------------------------------------------------------------------------------
Ticker Symbols:
Class A PGOFX
Class B GOFBX
Class C GOFCX
Class R PGRRX
Class Y GROYX
[LOGO] PIONEER
Investments(R)
visit us: us.pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 9
Prices and Distributions 10
Performance Update 11
Comparing Ongoing Fund Expenses 16
Schedule of Investments 18
Financial Statements 28
Notes to Financial Statements 37
Trustees, Officers and Service Providers 49
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 1
President's Letter
Dear Shareowner,
As we move past the midway point of 2014, U.S. economic growth is still expected
to exceed 2% for the full calendar year, despite the fact that U.S. gross
domestic product (GDP) for the first quarter was revised down to -2.9% in May.
The markets, in fact, almost completely ignored that bad news, as more timely
data -- especially labor market data -- pointed to continuing economic strength.
By mid-year, the number of people filing initial unemployment claims and the
number of job openings were at levels last seen during the boom years of 2005
through 2007, and unemployment was down to just over 6%. Barring an external
shock, we think it's likely that the domestic economic expansion will continue.
A modestly improving European economy and continuing economic improvement in
Japan appear likely to result in improving global economic growth in the second
half of 2014, further supporting the U.S. economy. Some slack remains in the
labor markets and capacity utilization, which offers the potential for
continuing non-inflationary growth.
The Federal Reserve System (the Fed) is widely expected to end its QE
(quantitative easing) program by the end of this year, and to begin raising the
Federal funds rate in 2015. The timing and pace of Fed's actions remain
uncertain: Fed Chair Janet Yellen has continually stressed that Fed policy will
be sensitive to incoming economic data.
While the U.S. economy appears robust and the global economy seems to be
improving, there are still weaknesses and risks to the economic outlook. Risks
of an adverse shock also remain. Military conflicts and political tensions are
widespread, with particular concerns about recent developments in the Middle
East that could prove disruptive to the global oil supply. While most of the
widely recognized risks may already be "priced into" the market, we caution
against complacency and believe investors should continue to expect market
volatility.
At Pioneer, we have long advocated the benefits of staying diversified and
investing for the long term. And while diversification does not assure a profit
or protect against loss in a declining market, we believe there are still
opportunities for prudent investors to earn attractive returns. Our advice, as
always, is to work closely with a trusted financial advisor to discuss your
goals and work together to develop an investment strategy that meets your
individual needs, keeping in mind that there is no single best strategy that
works for every investor.
2 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Pioneer's investment teams have, since 1928, sought out attractive opportunities
in equity and bond markets, using in-depth research to identify undervalued
individual securities, and using thoughtful risk management to construct
portfolios which seek to balance potential risks and rewards in an ever-changing
world.
We encourage you to learn more about Pioneer and our time-tested approach to
investing by consulting with your financial advisor or visiting us online at
us.pioneerinvestments.com. We greatly appreciate your trust in us, and we thank
you for investing with Pioneer.
Sincerely,
/s/ Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA, Inc.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. These statements should not
be relied upon for any other purposes. Past performance is no guarantee of
future results, and there is no guarantee that market forecasts discussed will
be realized.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 3
Portfolio Management Discussion | 5/31/14
For the six-month period ended May 31, 2014, Pioneer Select Mid Cap Growth Fund
outperformed both its Lipper and Morningstar peers and performed in line with
its benchmark, the Russell Midcap Growth Index (the Russell Index). In the
following interview, Ken Winston reviews the investment background and details
some of the decisions that drove Fund performance during the period. Mr.
Winston, a vice president and portfolio manager at Pioneer, is the
longest-standing member of the Fund's management team, which also includes Shaji
John, a vice president and portfolio manager at Pioneer, and Jon Stephenson, a
vice president and portfolio manager at Pioneer. Mr. Winston, Mr. John and Mr.
Stephenson are responsible for the day-to-day management of the Fund.
Q How would you describe the investment environment for equities during the
six-month period ended May 31, 2014?
A Stocks in general moved higher during the six-month period, overcoming
notable pullbacks in February and April of 2014. April's market drop
reflected a shift in investor preferences from growth to value, as growth
stocks that had recorded significant gains over the previous several
quarters fell while market participants sought out value-oriented stocks
that appeared to be more stable. The change in focus -- known as a rotation
-- hurt the Fund's performance because we usually concentrate on investing
the portfolio in stocks with long-term, sustainable growth potential that
tend to have higher valuations.
Q How did the Fund perform during the six-month period ended May 31, 2014?
A Pioneer Select Mid Cap Growth Fund's Class A shares returned 6.63% at net
asset value during the six-month period ended May 31, 2014, while the Fund's
benchmark, the Russell Index, returned 6.57%. During the same period, the
average return of the 419 mutual funds in Lipper's Mid Cap Growth Funds
category was 2.65%, and the average return of the 757 mutual funds in
Morningstar's Mid Cap Growth Funds category was 3.15%.
Q Which of your investment strategies or individual portfolio holdings made
positive contributions to the Fund's performance during the six-month period
ended May 31, 2014, and which detracted from performance?
A A combination of the portfolio's overweight stance (compared with the
Russell Index) in the outperforming energy sector, and underweight exposure
to the laggard consumer discretionary sector helped to boost the Fund's
benchmark-relative results at the sector level. Conversely, the portfolio's
underweight positions in stronger-performing sectors such as utilities,
telecommunication services and consumer staples reduced the Fund's
benchmark-relative performance advantage.
4 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Stock selection results, overall, were favorable during the period, and were
especially strong in health care and information technology. Selection
results were also positive in energy and consumer staples, while the
portfolio's holdings in the industrials and consumer discretionary sectors
held back relative returns.
With regard to individual positions, the top-performing stock in the
portfolio during the period was Keurig Green Mountain, formerly known as
Green Mountain Coffee Roasters and a long-time Fund holding. The company,
which is the leading maker of single-serve coffee brewing machines, saw its
shares buoyed by strong financial performance and, in particular, the
announcement of an alliance with Coca Cola. The two companies are
collaborating to develop a single-serve beverage system for cold drinks.
Coca-Cola also made a direct equity investment in Keurig Green Mountain and
now effectively owns 10 percent of the company.
The Fund's shares of Goodrich Petroleum, an independent oil and gas
exploration company, also rose during the period amid the ongoing shale
revolution, as investors came to value the potential of the company's
energy-rich acreage in the Tuscaloosa Marine Shale area and elsewhere. We
continue to believe that Goodrich's holdings offer significant upside
potential.
In industrials, the portfolio's position in American Airlines Group
performed extremely well during the period after AMR Corp., American's
predecessor company, combined with US Airways. Investors began to appreciate
the enhanced earnings potential and cost efficiencies of the combined
company.
In health care, two positions produced outstanding performance during the
period, boosting the Fund's returns. One was Neurocrine Biosciences, a
biopharmaceutical company focused on developing drug candidates for
neurological and endocrine disorders. The company's leading product
candidate is Elagolix, an oral drug that has shown positive Phase II trial
data for the treatment of endometriosis and uterine fibroids. In addition,
the company's share price increased sharply in January following positive
Phase II results for a new drug that targets movement disorders such as
Parkinson's disease. The other strong performer in health care was a
position in Salix Pharmaceuticals, another long-term Fund holding. Salix is
developing a suite of drugs for treating gastrointestinal disorders. The
company's core product, Xifaxan, has proven effective in treating
E-coli-based traveler's diarrhea. Xifaxan also aids in the treatment of
hepatic encephalopathy, a condition that causes deteriorating brain function
due to toxins in the blood that are normally removed by the liver. Salix
also completed an acquisition during the period that has the potential to
boost the company's future earnings.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 5
As in health care, two Fund holdings keyed strong results in the information
technology sector: Skyworks Solutions and F5 Networks. Skyworks Solutions
has expanded its share of the market for mobile device semiconductors.
Skyworks has increased the functionality of such semiconductors by
effectively bundling and combining various functions -- like switching and
power amplification -- onto an integrated module. The company also offers
the best range of solutions for both 3G and 4G LTE as well as the various
network protocols in China, North America and Europe. F5 Networks, the
leading provider of network application switches, enjoyed two consecutive
quarters of accelerating revenue growth as businesses and web service
providers continued to upgrade their networks as applications increasingly
move to the cloud.
On the negative side, the Fund's relative results in health care and energy,
respectively, took a hit due to the portfolio's not owning Alexion and
Cheniere Energy, which were strong performers during the period.
Nevertheless, the Fund outperformed the Russell Index in both sectors.
Individual holdings that detracted from performance during the six-month
period included Wageworks, a benefits transaction processing company that
has increased its share of the market for processing flexible spending
accounts such as health care and commuter discount programs. The company's
financial performance was favorable over the period, but its share price
fell as investors moved away from high-valuation growth stocks. That same
shift in investor preferences drove down the performance of the Fund's
shares of CoStar, a leading provider of information services and analytics
to the commercial real estate industry, despite the company's posting strong
financial results. In our opinion, both Wageworks' and CoStar's shares merit
their current high valuations because of the companies' strong growth
potential. In fact, we added to Wageworks' shares on weakness during the
period. Another weak performer in health care was the portfolio's position
in Endologix, makers of minimally invasive devices for vascular disease. The
company's shares were also caught in the market rotation away from
high-valuation stocks, despite good operating results.
Finally, LKQ, another long-term Fund holding, underperformed during the
period. LKQ is the leading provider of refurbished auto and truck parts. The
company's share price fell when an independent newsletter claimed that LKQ's
accounting practices with regard to acquisitions were overly aggressive. We
believed the accusations were without merit, however, and the stock price
recovered half its decline by the end of the period.
6 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Q What is your investment outlook?
A Extreme weather in much of the U.S. was likely the main reason behind the
U.S. economy's contraction in the first quarter of 2014. However, the
domestic economy does appear to be regaining some momentum, and consensus
expectations for GDP growth in 2014 remain positive. Employment gains, while
still sluggish, have been improving and we think they will continue to do
so.
Among the possible headwinds to the economy is slowing growth in the
emerging markets, particularly China, which is a major consumer of U.S.
goods and materials. Political upheaval in the Ukraine has also raised
investor sensitivity. We expect the Ukrainian situation to be a continued
source of worry.
On the whole, we take the calm environment for interest rates in the wake of
Federal Reserve's tapering of its quantitative easing (QE) program as a
positive sign, since it indicates that the winding down of QE may not
produce the kind of jump in interest rates that many analysts had feared. A
continuation of this environment would be favorable for domestic equities
and has the potential to offset the effects of a dampened global growth
outlook. We expect the economic recovery to reaccelerate in the second half
of 2014 as the housing and labor markets continue to improve and the outlook
for capital spending brightens. However, sharp changes in interest-rate
expectations remain a risk.
As noted previously, there currently appears to be a sharp rotation in
domestic markets away from longer-term growth stocks and into value stocks.
Sentiment is less favorable for portfolios that focus on non-cyclical growth
potential and those that seek companies with long runways of growth--similar
to the types of stocks held in the Fund's portfolio. With that said, we
believe that over the next few years our anticipated economic scenario of
sustainable, moderate growth and manageable inflation will mostly favor
secular growth companies, which remain our primary focus when investing the
Fund's assets.
Note to Shareholders: Effective June 7, 2013, Pioneer Select Mid Cap Growth
Fund ("the predecessor fund") reorganized with Pioneer Growth Opportunities
Fund ("the reorganization"). As a result of the reorganization, Pioneer
Growth Opportunities Fund was renamed Pioneer Select Mid Cap Growth Fund.
The investment strategies, performance and financial history, inception
date, fiscal year end, and portfolio management team of the combined Fund
are that of the predecessor Pioneer Select Mid Cap Growth Fund.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 7
Please refer to the Schedule of Investments on pages 18-27 for a full listing of
Fund securities.
Investments in mid-sized companies may offer the potential for higher returns,
but are also subject to greater short-term price fluctuations than larger, more
established companies.
When interest rates rise, the prices of fixed income securities in the fund will
generally fall. Conversely, when interest rates fall, the prices of fixed income
securities in the fund will generally rise.
The portfolio invests in REIT securities, the value of which can fall for a
variety of reasons, such as declines in rental income, fluctuating interest
rates, poor property management, environmental liabilities, uninsured damage,
increased competition, or changes in real estate tax laws.
Investing in foreign and/or emerging markets securities involves risks relating
to interest rates, currency exchange rates, economic, and political conditions.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making it more susceptible to any
economic, political, or regulatory developments or other risks affecting those
industries and sectors.
These risks may increase share price volatility.
Past performance is no guarantee of future results, and there is no guarantee
that market forecasts discussed will be realized.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. These statements should not
be relied upon for any other purposes.
8 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Portfolio Summary | 5/31/14
Portfolio Diversification
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
U.S. Common Stocks 90.6%
International Common Stocks 8.0%
Depositary Receipts for International Stocks 1.0%
U.S. Corporate Bonds 0.4%
Sector Distribution
--------------------------------------------------------------------------------
(As a percentage of equity holdings)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Consumer Discretionary 22.8%
Information Technology 16.0%
Industrials 15.8%
Health Care 15.0%
Energy 8.3%
Financials 7.3%
Consumer Staples 6.7%
Materials 6.2%
Telecommunication Services 1.0%
Utilities 0.9%
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of equity holdings)*
1. American Airlines Group, Inc. 1.90%
--------------------------------------------------------------------------------
2. Cabot Oil & Gas Corp. 1.75
--------------------------------------------------------------------------------
3. Lear Corp. 1.74
--------------------------------------------------------------------------------
4. Keurig Green Mountain, Inc. 1.70
--------------------------------------------------------------------------------
5. Actavis plc 1.50
--------------------------------------------------------------------------------
6. Goodrich Petroleum Corp. 1.48
--------------------------------------------------------------------------------
7. Delta Air Lines, Inc. 1.40
--------------------------------------------------------------------------------
8. The NASDAQ OMX Group, Inc. 1.37
--------------------------------------------------------------------------------
9. Catamaran Corp. 1.35
--------------------------------------------------------------------------------
10. F5 Networks, Inc. 1.30
--------------------------------------------------------------------------------
* This list excludes temporary cash investments and derivative instruments.
The portfolio is actively managed, and current holdings may be different.
The holdings listed should not be considered recommendations to buy or sell
any security listed.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 9
Prices and Distributions | 5/31/14
Net Asset Value per Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Class 5/31/14 11/30/13*
--------------------------------------------------------------------------------
A $40.04 $37.55
--------------------------------------------------------------------------------
B $32.12 $30.34
--------------------------------------------------------------------------------
C $33.17 $31.23
--------------------------------------------------------------------------------
R $39.44 $37.05
--------------------------------------------------------------------------------
Y $42.00 $39.32
--------------------------------------------------------------------------------
Distributions per Share: 12/1/13-5/31/14
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net
Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
--------------------------------------------------------------------------------
A $ -- $ -- $ --
--------------------------------------------------------------------------------
B $ -- $ -- $ --
--------------------------------------------------------------------------------
C $ -- $ -- $ --
--------------------------------------------------------------------------------
R $ -- $ -- $ --
--------------------------------------------------------------------------------
Y $ -- $ -- $ --
--------------------------------------------------------------------------------
Index Definition
--------------------------------------------------------------------------------
The Russell Midcap Growth Index is an unmanaged index that measures the
performance of U.S. mid-cap growth stocks. Index returns are calculated monthly,
assume reinvestment of dividends and, unlike Fund returns, do not reflect any
fees, expenses or sales charges. It is not possible to invest directly in an
index.
The index defined here pertains to the "Value of $10,000 Investment" and "Value
of $5 Million Investment" charts on pages 12-16.
* The Fund acquired the assets and liabilities of Pioneer Select Mid Cap
Growth Fund (the "predecessor fund") on June 7, 2013 (the "reorganization").
As a result of the reorganization, the predecessor fund's performance and
financial history became the performance and financial history of the Fund.
Historical per-share amounts prior to June 7, 2013, have been adjusted to
reflect the conversion ratios used for the reorganization. The predecessor
fund did not offer Class B shares or Class R shares. Financial reporting for
Class B shares and Class R shares commenced on June 7, 2013.
10 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Performance Update | 5/31/14 Class A Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Class A shares of Pioneer Select Mid Cap Growth Fund at
public offering price during the periods shown, compared to that of the Russell
Midcap Growth Index.
Average Annual Total Returns
(As of May 31, 2014)
--------------------------------------------------------------------------------
Net Public Russell
Asset Offering Midcap
Value Price Growth
Period (NAV) (POP) Index
--------------------------------------------------------------------------------
10 Years 10.09% 9.44% 9.66%
5 Years 18.08 16.69 20.53
1 Year 22.42 15.38 20.72
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2014)
--------------------------------------------------------------------------------
Gross
--------------------------------------------------------------------------------
1.12%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Select Mid Russell Midcap
Cap Growth Fund Growth Index
5/31/2004 $ 9,425 $ 10,000
5/31/2005 $ 10,081 $ 11,057
5/31/2006 $ 12,381 $ 12,784
5/31/2007 $ 14,075 $ 15,512
5/31/2008 $ 15,200 $ 15,390
5/31/2009 $ 10,738 $ 9,892
5/31/2010 $ 13,067 $ 12,873
5/31/2011 $ 17,396 $ 17,547
5/31/2012 $ 16,400 $ 16,439
5/31/2013 $ 20,137 $ 20,839
5/31/2014 $ 24,651 $ 25,157
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
NAV results represent the percent change in net asset value per share. Returns
would have been lower had sales charges been reflected. POP returns reflect
deduction of maximum 5.75% sales charge. All results are historical and assume
the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
The Fund acquired the assets and liabilities of Pioneer Select Mid Cap Growth
Fund ("the predecessor fund") on June 7, 2013 ("the reorganization"). As a
result of the reorganization, the predecessor fund's performance and financial
history became the performance and financial history of the Fund. The
performance of Class A shares of the Fund is the performance of Class A shares
of the predecessor fund for periods prior to the reorganization, and has not
been restated to reflect any differences in expenses.
The predecessor fund was established in connection with the reorganization of
Regions Morgan Keegan Select Mid Cap Growth Fund into the predecessor fund on
May 15, 2009. The performance of Class A shares of the predecessor fund for
periods prior to May 15, 2009, includes the performance of Regions Morgan Keegan
Select Mid Cap Growth Fund's Class A shares, which has been restated to reflect
differences in any applicable sales charges (but not differences in expenses).
This adjustment has the effect of reducing the previously reported performance
of Regions Morgan Keegan Select Mid Cap Growth Fund. A different investment
adviser served as the adviser of Regions Morgan Keegan Select Mid Cap Growth
Fund.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 11
Performance Update | 5/31/14 Class B Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Class B shares of Pioneer Select Mid Cap Growth Fund during
the periods shown, compared to that of the Russell Midcap Growth Index.
Average Annual Total Returns
(As of May 31, 2014)
--------------------------------------------------------------------------------
Russell
Midcap
If If Growth
Period Held Redeemed Index
--------------------------------------------------------------------------------
10 Years 9.20% 9.20% 9.66%
5 Years 17.05 17.05 20.53
1 Year 20.71 16.71 20.72
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2014)
--------------------------------------------------------------------------------
Gross
--------------------------------------------------------------------------------
2.58%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Select Mid Russell Midcap
Cap Growth Fund Growth Index
5/31/2004 $ 10,000 $ 10,000
5/31/2005 $ 10,620 $ 11,057
5/31/2006 $ 12,945 $ 12,784
5/31/2007 $ 14,608 $ 15,512
5/31/2008 $ 15,658 $ 15,390
5/31/2009 $ 10,979 $ 9,892
5/31/2010 $ 13,260 $ 12,873
5/31/2011 $ 17,522 $ 17,547
5/31/2012 $ 16,396 $ 16,439
5/31/2013 $ 19,983 $ 20,839
5/31/2014 $ 24,121 $ 25,157
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. "If Redeemed"
returns reflect the deduction of applicable contingent deferred sales charge
(CDSC). The maximum CDSC for Class B shares is 4% and declines over five years.
For more complete information, please see the prospectus.
All results are historical and assume the reinvestment of dividends and capital
gains. Other share classes are available for which performance and expenses will
differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of taxes that a
shareowner would pay on Fund distributions or the redemption of Fund shares.
The Fund acquired the assets and liabilities of Pioneer Select Mid Cap Growth
Fund ("the predecessor fund") on June 7, 2013 ("the reorganization"). As a
result of the reorganization, the predecessor fund's performance and financial
history became the performance and financial history of the Fund. The prede-
cessor fund did not offer Class B shares. Accordingly, the performance of Class
B shares of the Fund is the performance of Class A shares of the predecessor
fund for periods prior to the reorganization, restated to reflect the higher
distribution and service fees of Class B shares, but not other differences in
expenses.
The predecessor fund was established in connection with the reorganization of
Regions Morgan Keegan Select Mid Cap Growth Fund into the predecessor fund on
May 15, 2009. The performance shown for Class B shares of the Fund for periods
prior to May 15, 2009, is based on the performance of Regions Morgan Keegan
Select Mid Cap Growth Fund's Class A shares, which has been restated to reflect
differences in any applicable sales charges and the higher distribution and
service fees of Class B shares of the Fund (but not differences in expenses).
This adjustment has the effect of reducing the previously reported performance
of Regions Morgan Keegan Select Mid Cap Growth Fund. A different investment
adviser served as the adviser of Regions Morgan Keegan Select Mid Cap Growth
Fund.
12 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Performance Update | 5/31/14 Class C Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Class C shares of Pioneer Select Mid Cap Growth Fund during
the periods shown, compared to that of the Russell Midcap Growth Index.
Average Annual Total Returns
(As of May 31, 2014)
--------------------------------------------------------------------------------
Russell
Midcap
If If Growth
Period Held Redeemed Index
--------------------------------------------------------------------------------
10 Years 9.31% 9.31% 9.66%
5 Years 17.01 17.01 20.53
1 Year 21.39 21.39 20.72
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2014)
--------------------------------------------------------------------------------
Gross
--------------------------------------------------------------------------------
1.97%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Select Mid Russell Midcap
Cap Growth Fund Growth Index
5/31/2004 $ 10,000 $ 10,000
5/31/2005 $ 10,639 $ 11,057
5/31/2006 $ 13,027 $ 12,784
5/31/2007 $ 14,775 $ 15,512
5/31/2008 $ 15,828 $ 15,390
5/31/2009 $ 11,101 $ 9,892
5/31/2010 $ 13,397 $ 12,873
5/31/2011 $ 17,668 $ 17,547
5/31/2012 $ 16,490 $ 16,439
5/31/2013 $ 20,062 $ 20,839
5/31/2014 $ 24,353 $ 25,157
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class C shares held for less than one year are also subject to a 1% contingent
deferred sales charge (CDSC). "If Held" results represent the percent change in
net asset value per share. Returns would have been lower had sales charges been
reflected. All results are historical and assume the reinvestment of dividends
and capital gains. Other share classes are available for which performance and
expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
The Fund acquired the assets and liabilities of Pioneer Select Mid Cap Growth
Fund ("the predecessor fund") on June 7, 2013 ("the reorganization"). As a
result of the reorganization, the predecessor fund's performance and financial
history became the performance and financial history of the Fund. The
performance of Class C shares of the Fund is the performance of Class C shares
of the predecessor fund for periods prior to the reorganization, and has not
been restated to reflect any differences in expenses.
The predecessor fund was established in connection with the reorganization of
Regions Morgan Keegan Select Mid Cap Growth Fund into the predecessor fund on
May 15, 2009. The performance of Class C shares of the predecessor fund for
periods prior to May 15, 2009, includes the performance of Regions Morgan Keegan
Select Mid Cap Growth Fund's Class C shares, which has been restated to reflect
differences in any applicable sales charges (but not differences in expenses).
This adjustment has the effect of reducing the previously reported performance
of Regions Morgan Keegan Select Mid Cap Growth Fund. A different investment
adviser served as the adviser of Regions Morgan Keegan Select Mid Cap Growth
Fund.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 13
Performance Update | 5/31/14 Class R Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Class R shares of Pioneer Select Mid Cap Growth Fund during
the periods shown, compared to that of the Russell Midcap Growth Index.
Average Annual Total Returns
(As of May 31, 2014)
--------------------------------------------------------------------------------
Russell
Midcap
If If Growth
Period Held Redeemed Index
--------------------------------------------------------------------------------
10 Years 9.56% 9.56% 9.66%
5 Years 17.52 17.52 20.53
1 Year 21.96 21.96 20.72
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2014)
--------------------------------------------------------------------------------
Gross
--------------------------------------------------------------------------------
1.52%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Select Mid Russell Midcap
Cap Growth Fund Growth Index
5/31/2004 $ 10,000 $ 10,000
5/31/2005 $ 10,646 $ 11,057
5/31/2006 $ 13,009 $ 12,784
5/31/2007 $ 14,717 $ 15,512
5/31/2008 $ 15,814 $ 15,390
5/31/2009 $ 11,116 $ 9,892
5/31/2010 $ 13,460 $ 12,873
5/31/2011 $ 17,830 $ 17,547
5/31/2012 $ 16,726 $ 16,439
5/31/2013 $ 20,435 $ 20,839
5/31/2014 $ 24,923 $ 25,157
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class R shares are not subject to sales charges and are available for limited
groups of eligible 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.
The Fund acquired the assets and liabilities of Pioneer Select Mid Cap Growth
Fund ("the predecessor fund") on June 7, 2013 ("the reorganization"). As a
result of the reorganization, the predecessor fund's performance and financial
history became the performance and financial history of the Fund. The
predecessor fund did not offer Class R shares. Accordingly, the performance of
Class R shares of the Fund is the performance of Class A shares of the
predecessor fund for periods prior to the reorganization, restated to reflect
the higher distribution and service fees of Class R shares, but not other
differences in expenses.
The predecessor fund was established in connection with the reorganization of
Regions Morgan Keegan Select Mid Cap Growth Fund into the predecessor fund on
May 15, 2009. The performance shown for Class R shares of the Fund for periods
prior to May 15, 2009, is based on the performance of Regions Morgan Keegan
Select Mid Cap Growth Fund's Class A shares, which has been restated to reflect
differences in any applicable sales charges and the higher distribution and
service fees of Class R shares of the Fund (but not differences in expenses).
This adjustment has the effect of reducing the previously reported performance
of Regions Morgan Keegan Select Mid Cap Growth Fund. A different investment
adviser served as the adviser of Regions Morgan Keegan Select Mid Cap Growth
Fund.
14 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Performance Update | 5/31/14 Class Y Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $5 million
investment made in Class Y shares of Pioneer Select Mid Cap Growth Fund during
the periods shown, compared to that of the Russell Midcap Growth Index.
Average Annual Total Returns
(As of May 31, 2014)
--------------------------------------------------------------------------------
Russell
Midcap
If If Growth
Period Held Redeemed Index
--------------------------------------------------------------------------------
Life-of-Class
(6/23/2004) 10.40% 10.40% 9.66%
5 Years 18.58 18.58 20.53
1 Year 22.78 22.78 20.72
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated April 1, 2014)
--------------------------------------------------------------------------------
Gross
--------------------------------------------------------------------------------
0.76%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $5 Million Investment
Pioneer Select Mid Russell Midcap
Cap Growth Fund Growth Index
6/30/2004 $ 5,000,000 $ 5,000,000
5/31/2005 $ 5,286,799 $ 5,442,008
5/31/2006 $ 6,503,266 $ 6,291,742
5/31/2007 $ 7,399,247 $ 7,634,613
5/31/2008 $ 8,017,136 $ 7,574,263
5/31/2009 $ 5,674,163 $ 4,868,386
5/31/2010 $ 6,940,759 $ 6,335,550
5/31/2011 $ 9,283,729 $ 8,636,132
5/31/2012 $ 8,787,298 $ 8,090,889
5/31/2013 $ 10,835,715 $ 10,256,130
5/31/2014 $ 13,304,519 $ 12,381,663
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class Y shares 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.
The Fund acquired the assets and liabilities of Pioneer Select Mid Cap Growth
Fund ("the predecessor fund") on June 7, 2013 ("the reorganization"). As a
result of the reorganization, the predecessor fund's performance and financial
history became the performance and financial history of the Fund. The
performance of Class Y shares of the Fund is the performance of Class Y shares
of the predecessor fund for periods prior to the reorganization, and has not
been restated to reflect any differences in expenses.
The predecessor fund was established in connection with the reorganization of
Regions Morgan Keegan Select Mid Cap Growth Fund into the predecessor fund on
May 15, 2009. The performance of Class Y shares of the predecessor fund for
periods prior to May 15, 2009, includes the performance of Regions Morgan Keegan
Select Mid Cap Growth Fund's Class I shares, which has been restated to reflect
differences in any applicable sales charges (but not differences in expenses).
This adjustment has the effect of reducing the previously reported performance
of Regions Morgan Keegan Select Mid Cap Growth Fund. A different investment
adviser served as the adviser of Regions Morgan Keegan Select Mid Cap Growth
Fund.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 15
Comparing Ongoing Fund Expenses
As a shareowner in the Fund, you incur two types of costs:
(1) ongoing costs, including management fees, distribution and/or service
(12b-1) fees, and other Fund expenses; and
(2) transaction costs, including sales charges (loads) on purchase payments.
This example is intended to help you understand your ongoing expenses (in
dollars) of investing in the Fund and to compare these costs with the ongoing
costs of investing in other mutual funds. The example is based on an investment
of $1,000 at the beginning of the Fund's latest six-month period and held
throughout the six months.
Using the Tables
--------------------------------------------------------------------------------
Actual Expenses
The first table below provides information about actual account values and
actual expenses. You may use the information in this table, together with the
amount you invested, to estimate the expenses that you paid over the period as
follows:
(1) Divide your account value by $1,000
Example: an $8,600 account value (divided by) $1,000 = 8.6
(2) Multiply the result in (1) above by the corresponding share class's number
in the third row under the heading entitled "Expenses Paid During Period" to
estimate the expenses you paid on your account during this period.
Expenses Paid on a $1,000 Investment in Pioneer Select Mid Cap Growth Fund
Based on actual returns from December 1, 2013 through May 31, 2014.
--------------------------------------------------------------------------------
Share Class A B C R Y
--------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value on 12/1/13
--------------------------------------------------------------------------------
Ending Account $1,066.33 $1,058.70 $1,062.10 $1,064.50 $1,068.10
Value (after expenses)
on 5/31/14
--------------------------------------------------------------------------------
Expenses Paid $ 5.56 $ 12.93 $ 9.77 $ 7.51 $ 3.87
During Period*
--------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.08%, 2.52%,
1.90% 1.46% and 0.75% for Class A, Class B, Class C, Class R and Class Y,
respectively, multiplied by the average account value over the period,
multiplied by 182/365 (to reflect the partial one-half year period).
16 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
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 Select Mid Cap Growth Fund
Based on a hypothetical 5% return per year before expenses, reflecting the
period from December 1, 2013 through May 31, 2014.
--------------------------------------------------------------------------------
Share Class A B C R Y
--------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value on 12/1/13
--------------------------------------------------------------------------------
Ending Account $1,019.55 $1,012.37 $1,015.46 $1,017.65 $1,021.19
Value (after expenses)
on 5/31/14
--------------------------------------------------------------------------------
Expenses Paid $ 5.44 $ 12.64 $ 9.55 $ 7.34 $ 3.78
During Period*
--------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.08%, 2.52%,
1.90% 1.46% and 0.75% for Class A, Class B, Class C, Class R and Class Y,
respectively, multiplied by the average account value over the period,
multiplied by 182/365 (to reflect the partial one-half year period).
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 17
Schedule of Investments | 5/31/14 (unaudited)
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
COMMON STOCKS -- 99.0%
ENERGY -- 8.1%
Oil & Gas Equipment & Services -- 0.7%
180,695 Basic Energy Services, Inc.* $ 4,914,904
134,949 RPC, Inc. 2,981,023
--------------
$ 7,895,927
-------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 6.4%
556,372 Cabot Oil & Gas Corp. $ 20,162,921
69,337 Cimarex Energy Co. 8,953,487
45,875 Comstock Resources, Inc.* 1,247,341
19,521 Concho Resources, Inc.* 2,572,868
586,055 Goodrich Petroleum Corp.* 16,995,595
181,676 Gulfport Energy Corp.* 11,178,524
22,277 Parsley Energy, Inc. 529,524
457,635 Penn Virginia Corp.* 6,946,899
180,237 Rice Energy, Inc. 5,718,920
--------------
$ 74,306,079
-------------------------------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 0.5%
66,392 Marathon Petroleum Corp.* $ 5,934,781
-------------------------------------------------------------------------------------------
Oil & Gas Storage & Transportation -- 0.5%
82,115 SemGroup Corp. $ 5,578,893
--------------
Total Energy $ 93,715,680
-------------------------------------------------------------------------------------------
MATERIALS -- 6.2%
Commodity Chemicals -- 1.0%
41,568 Methanex Corp. $ 2,373,533
106,936 Westlake Chemical Corp. 8,645,776
--------------
$ 11,019,309
-------------------------------------------------------------------------------------------
Specialty Chemicals -- 1.4%
266,677 Flotek Industries, Inc.* $ 7,568,293
98,407 WR Grace & Co.* 9,061,317
--------------
$ 16,629,610
-------------------------------------------------------------------------------------------
Construction Materials -- 1.4%
100,382 Eagle Materials, Inc. $ 8,730,223
61,840 Martin Marietta Materials, Inc. 7,593,952
--------------
$ 16,324,175
-------------------------------------------------------------------------------------------
Metal & Glass Containers -- 0.2%
44,399 Crown Holdings, Inc.* $ 2,168,891
-------------------------------------------------------------------------------------------
Paper Packaging -- 0.5%
58,693 Rock-Tenn Co. $ 5,929,754
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
18 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
Diversified Metals & Mining -- 0.2%
391,336 Lundin Mining Corp.* $ 2,053,301
-------------------------------------------------------------------------------------------
Steel -- 1.0%
172,178 APERAM* $ 5,618,125
17,502,115 Outokumpu OYJ 6,164,332
--------------
$ 11,782,457
-------------------------------------------------------------------------------------------
Paper Products -- 0.5%
191,307 KapStone Paper and Packaging Corp. $ 5,557,468
--------------
Total Materials $ 71,464,965
-------------------------------------------------------------------------------------------
CAPITAL GOODS -- 5.6%
Aerospace & Defense -- 1.2%
100,455 B/E Aerospace, Inc.* $ 9,719,021
44,859 Huntington Ingalls Industries, Inc. 4,478,274
--------------
$ 14,197,295
-------------------------------------------------------------------------------------------
Construction & Engineering -- 0.7%
43,084 Chicago Bridge & Iron Co. NV $ 3,507,038
150,345 Quanta Services, Inc.* 5,104,213
--------------
$ 8,611,251
-------------------------------------------------------------------------------------------
Electrical Components & Equipment -- 1.2%
138,116 Brady Corp. $ 3,747,087
36,179 Rockwell Automation, Inc. 4,380,553
36,316 Roper Industries, Inc. 5,145,251
--------------
$ 13,272,891
-------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy Trucks -- 0.9%
84,538 Terex Corp.* $ 3,251,331
242,646 The Manitowoc Co., Inc. 6,563,574
--------------
$ 9,814,905
-------------------------------------------------------------------------------------------
Industrial Machinery -- 1.6%
97,484 Chart Industries, Inc.* $ 7,008,125
110,815 Ingersoll-Rand Plc 6,628,953
113,251 ITT Corp. 4,946,804
--------------
$ 18,583,882
--------------
Total Capital Goods $ 64,480,224
-------------------------------------------------------------------------------------------
COMMERCIAL SERVICES & SUPPLIES -- 3.1%
Diversified Support Services -- 1.4%
127,314 Mobile Mini, Inc.* $ 5,544,525
106,577 United Rentals, Inc.* 10,769,606
--------------
$ 16,314,131
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 19
Schedule of Investments | 5/31/14 (unaudited) (continued)
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
Human Resource & Employment Services -- 1.7%
126,985 Towers Watson & Co. $ 14,287,082
133,616 WageWorks, Inc.* 5,408,776
--------------
$ 19,695,858
--------------
Total Commercial Services & Supplies $ 36,009,989
-------------------------------------------------------------------------------------------
TRANSPORTATION -- 7.1%
Airlines -- 4.6%
538,631 Air Canada $ 4,395,670
23,200 Air Canada* 189,331
36,424 Alaska Air Group, Inc. 3,586,307
544,618 American Airlines Group, Inc. 21,871,861
402,729 Delta Air Lines, Inc. 16,072,914
164,415 United Continental Holdings, Inc.* 7,295,094
--------------
$ 53,411,177
-------------------------------------------------------------------------------------------
Marine -- 1.7%
754,437 Diana Shipping, Inc.* $ 8,223,363
52,106 Kirby Corp.* 5,760,318
337,269 Safe Bulkers, Inc. 2,731,879
279,861 Star Bulk Carriers Corp. 2,986,117
--------------
$ 19,701,677
-------------------------------------------------------------------------------------------
Railroads -- 0.4%
46,411 Kansas City Southern $ 4,990,111
-------------------------------------------------------------------------------------------
Trucking -- 0.4%
65,481 Old Dominion Freight Line, Inc.* $ 4,188,165
--------------
Total Transportation $ 82,291,130
-------------------------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 3.1%
Auto Parts & Equipment -- 2.1%
60,549 Delphi Automotive Plc $ 4,181,514
226,728 Lear Corp. 19,963,400
--------------
$ 24,144,914
-------------------------------------------------------------------------------------------
Automobile Manufacturers -- 0.2%
12,012 Tesla Motors, Inc.* $ 2,495,733
-------------------------------------------------------------------------------------------
Motorcycle Manufacturers -- 0.8%
130,206 Harley-Davidson, Inc. $ 9,275,875
--------------
Total Automobiles & Components $ 35,916,522
-------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 5.3%
Home Furnishings -- 0.6%
50,078 Mohawk Industries, Inc.* $ 6,793,581
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
20 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
Homebuilding -- 0.7%
109,228 Lennar Corp. $ 4,467,425
103,822 Toll Brothers, Inc.* 3,760,433
--------------
$ 8,227,858
-------------------------------------------------------------------------------------------
Household Appliances -- 0.6%
47,748 Whirlpool Corp. $ 6,854,225
-------------------------------------------------------------------------------------------
Apparel, Accessories & Luxury Goods -- 3.1%
51,232 Carter's, Inc. $ 3,695,364
105,935 G-III Apparel Group, Ltd.* 7,767,154
152,541 Hanesbrands, Inc. 12,940,053
62,336 Michael Kors Holdings, Ltd.* 5,883,272
48,432 PVH Corp. 6,375,104
--------------
$ 36,660,947
-------------------------------------------------------------------------------------------
Textiles -- 0.3%
89,541 Kate Spade & Co. $ 3,260,188
--------------
Total Consumer Durables & Apparel $ 61,796,799
-------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 3.9%
Casinos & Gaming -- 1.5%
148,513 Las Vegas Sands Corp. $ 11,364,215
182,063 Melco Crown Entertainment, Ltd. (A.D.R.)* 6,275,712
--------------
$ 17,639,927
-------------------------------------------------------------------------------------------
Hotels, Resorts & Cruise Lines -- 0.8%
287,439 Norwegian Cruise Line Holdings, Ltd.* $ 9,701,066
-------------------------------------------------------------------------------------------
Restaurants -- 0.8%
9,664 Chipotle Mexican Grill, Inc.* $ 5,287,078
91,184 Dunkin' Brands Group, Inc.* 4,081,396
--------------
$ 9,368,474
-------------------------------------------------------------------------------------------
Specialized Consumer Services -- 0.8%
288,954 H&R Block, Inc. $ 8,605,050
--------------
Total Consumer Services $ 45,314,517
-------------------------------------------------------------------------------------------
MEDIA -- 1.4%
Broadcasting -- 0.6%
86,292 Discovery Communications, Inc.* $ 6,641,032
-------------------------------------------------------------------------------------------
Cable & Satellite -- 0.8%
98,757 Liberty Global Plc* $ 4,446,040
123,671 Liberty Global Plc* 5,293,119
--------------
$ 9,739,159
--------------
Total Media $ 16,380,191
-------------------------------------------------------------------------------------------
RETAILING -- 8.9%
Distributors -- 0.6%
267,993 LKQ Corp.* $ 7,434,126
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 21
Schedule of Investments | 5/31/14 (unaudited) (continued)
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
Internet Retail -- 2.4%
235,397 HomeAway, Inc.* $ 7,250,228
21,487 Netflix, Inc.* 8,977,913
9,006 The Priceline Group, Inc.* 11,515,342
--------------
$ 27,743,483
-------------------------------------------------------------------------------------------
General Merchandise Stores -- 1.3%
45,931 Dollar General Corp.* $ 2,470,169
239,893 Dollar Tree, Inc.* 12,721,526
--------------
$ 15,191,695
-------------------------------------------------------------------------------------------
Apparel Retail -- 1.5%
145,828 Ross Stores, Inc. $ 9,981,927
128,346 The TJX Companies, Inc. 6,988,440
--------------
$ 16,970,367
-------------------------------------------------------------------------------------------
Home Improvement Retail -- 0.6%
156,322 Lowe's Companies, Inc. $ 7,359,640
-------------------------------------------------------------------------------------------
Specialty Stores -- 0.8%
140,752 Tractor Supply Co.* $ 9,151,695
-------------------------------------------------------------------------------------------
Automotive Retail -- 1.7%
97,821 Advance Auto Parts, Inc. $ 12,146,434
7,540 AutoZone, Inc.* 4,015,050
75,878 CarMax, Inc.* 3,362,154
--------------
$ 19,523,638
--------------
Total Retailing $ 103,374,644
-------------------------------------------------------------------------------------------
FOOD & STAPLES RETAILING -- 1.1%
Food Retail -- 1.1%
76,927 Natural Grocers by Vitamin Cottage, Inc.* $ 1,599,312
225,727 The Kroger Co. 10,776,207
--------------
$ 12,375,519
--------------
Total Food & Staples Retailing $ 12,375,519
-------------------------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 4.5%
Distillers & Vintners -- 0.8%
115,434 Constellation Brands, Inc.* $ 9,711,462
-------------------------------------------------------------------------------------------
Soft Drinks -- 0.9%
145,297 Monster Beverage Corp.* $ 10,080,706
-------------------------------------------------------------------------------------------
Packaged Foods & Meats -- 1.7%
173,703 Keurig Green Mountain, Inc. $ 19,590,224
-------------------------------------------------------------------------------------------
Tobacco -- 1.1%
197,131 Lorillard, Inc. $ 12,255,634
--------------
Total Food, Beverage & Tobacco $ 51,638,026
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
22 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
HOUSEHOLD & PERSONAL PRODUCTS -- 1.2%
Personal Products -- 1.2%
181,639 Coty, Inc. $ 3,029,739
38,278 Nu Skin Enterprises, Inc. 2,826,448
97,617 The Estee Lauder Companies, Inc. 7,479,415
--------------
$ 13,335,602
--------------
Total Household & Personal Products $ 13,335,602
-------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 5.9%
Health Care Equipment -- 1.2%
174,914 Edwards Lifesciences Corp.* $ 14,203,017
-------------------------------------------------------------------------------------------
Health Care Supplies -- 1.3%
151,098 Align Technology, Inc.* $ 8,251,462
540,316 Endologix, Inc.* 7,056,527
--------------
$ 15,307,989
-------------------------------------------------------------------------------------------
Health Care Services -- 2.2%
355,322 Catamaran Corp.* $ 15,548,891
155,897 Omnicare, Inc. 9,907,254
--------------
$ 25,456,145
-------------------------------------------------------------------------------------------
Health Care Facilities -- 0.5%
172,794 Brookdale Senior Living, Inc.* $ 5,747,128
-------------------------------------------------------------------------------------------
Managed Health Care -- 0.7%
102,213 WellCare Health Plans, Inc.* $ 7,916,397
--------------
Total Health Care Equipment & Services $ 68,630,676
-------------------------------------------------------------------------------------------
PHARMACEUTICALS, BIOTECHNOLOGY &
LIFE SCIENCES -- 9.0%
Biotechnology -- 3.1%
162,678 Alkermes Plc* $ 7,452,279
116,246 Cubist Pharmaceuticals, Inc.* 7,741,984
460,666 Neurocrine Biosciences, Inc.* 6,398,651
228,096 NPS Pharmaceuticals, Inc.* 7,100,628
99,548 Vertex Pharmaceuticals, Inc.* 7,193,338
--------------
$ 35,886,880
-------------------------------------------------------------------------------------------
Pharmaceuticals -- 4.8%
81,273 Actavis plc* $ 17,192,490
229,529 Akorn, Inc.* 6,419,926
90,360 Jazz Pharmaceuticals Plc* 12,818,470
119,768 Salix Pharmaceuticals, Ltd.* 13,663,133
36,146 Shire Plc (A.D.R.) 6,267,355
--------------
$ 56,361,374
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 23
Schedule of Investments | 5/31/14 (unaudited) (continued)
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
Life Sciences Tools & Services -- 1.1%
317,217 Bruker Corp.* $ 6,645,696
111,110 Charles River Laboratories International, Inc.* 5,953,274
--------------
$ 12,598,970
--------------
Total Pharmaceuticals, Biotechnology & Life Sciences $ 104,847,224
-------------------------------------------------------------------------------------------
BANKS -- 1.5%
Regional Banks -- 1.5%
276,332 BankUnited, Inc.* $ 8,991,843
67,734 Signature Bank* 7,844,952
--------------
$ 16,836,795
--------------
Total Banks $ 16,836,795
-------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 4.2%
Specialized Finance -- 1.4%
416,377 The NASDAQ OMX Group, Inc. $ 15,780,688
-------------------------------------------------------------------------------------------
Consumer Finance -- 0.9%
180,118 Discover Financial Services, Inc. $ 10,650,377
-------------------------------------------------------------------------------------------
Asset Management & Custody Banks -- 1.4%
51,553 Affiliated Managers Group, Inc.* $ 9,722,896
219,468 The Blackstone Group LP 6,821,065
--------------
$ 16,543,961
-------------------------------------------------------------------------------------------
Investment Banking & Brokerage -- 0.5%
182,623 Morgan Stanley Co. $ 5,635,746
--------------
Total Diversified Financials $ 48,610,772
-------------------------------------------------------------------------------------------
INSURANCE -- 0.6%
Insurance Brokers -- 0.6%
81,317 Aon Plc* $ 7,313,651
--------------
Total Insurance $ 7,313,651
-------------------------------------------------------------------------------------------
REAL ESTATE -- 1.0%
Specialized REIT -- 1.0%
366,600 Weyerhaeuser Co. $ 11,518,572
--------------
Total Real Estate $ 11,518,572
-------------------------------------------------------------------------------------------
SOFTWARE & SERVICES -- 9.3%
Internet Software & Services -- 3.8%
238,673 Akamai Technologies, Inc.* $ 12,969,491
52,263 CoStar Group, Inc.* 8,286,299
122,850 eBay, Inc.* 6,232,180
9,831 Google, Inc. 5,514,994
9,791 Google, Inc.* 5,597,025
30,583 LinkedIn Corp.* 4,896,032
--------------
$ 43,496,021
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
24 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
IT Consulting & Other Services -- 0.4%
70,651 Gartner, Inc.* $ 5,022,580
-------------------------------------------------------------------------------------------
Data Processing & Outsourced Services -- 2.2%
17,063 Alliance Data Systems Corp.* $ 4,368,981
80,678 MasterCard, Inc. 6,167,833
223,008 Vantiv, Inc.* 6,911,018
82,184 WEX, Inc.* 7,913,497
--------------
$ 25,361,329
-------------------------------------------------------------------------------------------
Application Software -- 2.3%
73,773 ANSYS, Inc.* $ 5,418,627
57,916 Autodesk, Inc.* 3,033,061
472,399 Cadence Design Systems, Inc.* 7,884,339
135,539 Qlik Technologies, Inc.* 2,942,552
70,901 salesforce.com inc* 3,731,520
97,878 SS&C Technologies Holdings, Inc.* 4,174,497
--------------
$ 27,184,596
-------------------------------------------------------------------------------------------
Systems Software -- 0.6%
75,917 VMware, Inc.* $ 7,325,990
--------------
Total Software & Services $ 108,390,516
-------------------------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 2.5%
Communications Equipment -- 1.3%
137,535 F5 Networks, Inc.* $ 14,929,424
-------------------------------------------------------------------------------------------
Computer Hardware -- 0.3%
113,340 NCR Corp.* $ 3,701,684
-------------------------------------------------------------------------------------------
Computer Storage & Peripherals -- 0.9%
50,069 SanDisk Corp. $ 4,838,167
68,475 Western Digital Corp. 6,015,529
--------------
$ 10,853,696
--------------
Total Technology Hardware & Equipment $ 29,484,804
-------------------------------------------------------------------------------------------
SEMICONDUCTORS & SEMICONDUCTOR
EQUIPMENT -- 4.0%
Semiconductors -- 4.0%
989,594 Atmel Corp.* $ 8,292,798
157,924 Avago Technologies, Ltd. 11,160,489
244,289 Skyworks Solutions, Inc.* 10,580,157
137,153 Synaptics, Inc.* 9,337,376
146,673 Xilinx, Inc. 6,887,764
--------------
$ 46,258,584
--------------
Total Semiconductors & Semiconductor Equipment $ 46,258,584
-------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 25
Schedule of Investments | 5/31/14 (unaudited) (continued)
-----------------------------------------------------------------------------------------------
Shares Value
-----------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 1.1%
Wireless Telecommunication Services -- 1.1%
123,761 SBA Communications Corp.* $ 12,561,742
---------------
Total Telecommunication Services $ 12,561,742
-----------------------------------------------------------------------------------------------
UTILITIES -- 0.4%
Electric Utilities -- 0.2%
31,025 NextEra Energy, Inc.* $ 3,020,594
-----------------------------------------------------------------------------------------------
Gas Utilities -- 0.2%
25,097 National Fuel Gas Co. $ 1,882,275
---------------
Total Utilities $ 4,902,869
-----------------------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $874,343,607) $ 1,147,450,013
-----------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------
Principal
Amount ($)
-----------------------------------------------------------------------------------------------
CORPORATE BONDS -- 0.2%
ENERGY -- 0.2%
Integrated Oil & Gas -- 0.2%
2,365,000 American Energy -- Utica LLC, 3.5%, 3/1/21 (144A) (PIK) $ 2,435,950
---------------
Total Energy $ 2,435,950
-----------------------------------------------------------------------------------------------
TOTAL CORPORATE BONDS
(Cost $2,365,000) $ 2,435,950
-----------------------------------------------------------------------------------------------
TOTAL INVESTMENT IN SECURITIES -- 99.2%
(Cost $876,708,607) (a) $ 1,149,885,963
-----------------------------------------------------------------------------------------------
OTHER ASSETS & LIABILITIES -- 0.8% $ 9,363,542
-----------------------------------------------------------------------------------------------
TOTAL NET ASSETS -- 100.0% $ 1,159,249,505
===============================================================================================
WRITTEN CALL OPTIONS -- (0.0%)
ENERGY -- (0.0%)
Oil & Gas Exploration & Production -- (0.0%)
(295) Goodrich Petroleum Corp. $ (59,738)
---------------
Total Energy $ (59,738)
-----------------------------------------------------------------------------------------------
TOTAL WRITTEN CALL OPTIONS
(premiums received $(59,589)) $ (59,738)
-----------------------------------------------------------------------------------------------
* Non-income producing security.
NR Not rated by either S&P or Moody's.
REIT Real Estate Investment Trust.
(144A) Security is exempt from registration under Rule 144A of the Securities
Act of 1933. Such securities may be resold normally to qualified
institutional buyers in a transaction exempt from registration. At May
31, 2014, the value of these securities amounted to $2,435,950 or 0.2%
of total net assets.
(A.D.R.) American Depositary Receipts.
The accompanying notes are an integral part of these financial statements.
26 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
(a) At May 31, 2014, the net unrealized appreciation on investments based
on cost for federal income tax purposes of $878,261,635 was as
follows:
Aggregate gross unrealized appreciation for all investments in which
there is an excess of value over tax cost $ 279,800,572
Aggregate gross unrealized depreciation for all investments in which
there is an excess of tax cost over value (8,176,244)
-------------
Net unrealized appreciation $ 271,624,328
=============
Purchases and sales of securities (excluding temporary cash investments) for the
six months ended May 31, 2014 aggregated $554,208,295 and $641,128,230,
respectively.
Various inputs are used in determining the value of the Fund's investments.
These inputs are summarized in the three broad levels listed below.
Level 1 - quoted prices in active markets for identical securities.
Level 2 - other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit
risk, etc.) See Notes to Financial Statements -- Note 1A.
Level 3 - significant unobservable inputs (including the Fund's own
assumptions in determining fair value of investments) See Notes to
Financial Statements -- Note 1A.
Generally, equity securities are categorized as Level 1, fixed income securities
and senior loans as Level 2 and securities valued using fair value methods
(other than prices supplied by independent pricing services or broker-dealers)
as Level 3.
The following is a summary of the inputs used as of May 31, 2014, in valuing the
Fund's investments:
----------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
----------------------------------------------------------------------------------------
Common Stocks $1,147,450,013 $ -- $ -- $1,147,450,013
Corporate Bonds -- 2,435,950 -- 2,435,950
----------------------------------------------------------------------------------------
Total $1,147,450,013 $ 2,435,950 $ -- $1,149,885,963
========================================================================================
Other Financial Instruments
Net unrealized depreciation
on written options $ (149) $ -- $ -- $ (149)
----------------------------------------------------------------------------------------
Total Other
Financial Instruments $ (149) $ -- $ -- $ (149)
========================================================================================
During the six months ended May 31, 2014, there were no transfers between Levels
1, 2 and 3.
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 27
Statement of Assets and Liabilities | 5/31/14 (unaudited)
ASSETS:
Investment in securities (cost $876,708,607) $1,149,885,963
Cash 721,031
Foreign currencies, at value (cost $7,378) 7,393
Receivables --
Investment securities sold 11,506,859
Fund shares sold 2,233,011
Dividends 642,334
Interests 39,842
Prepaid expenses 63,706
------------------------------------------------------------------------------------
Total assets $1,165,100,139
====================================================================================
LIABILITIES:
Payables --
Investment securities purchased $ 4,259,842
Fund shares repurchased 1,155,693
Dividends 874
Trustee fees 7,648
Written options (premiums received $59,589) 59,738
Due to affiliates 273,113
Accrued expenses 93,726
------------------------------------------------------------------------------------
Total liabilities $ 5,850,634
====================================================================================
NET ASSETS:
Paid-in capital $ 784,357,214
Distributions in excess of net investment loss (2,757,383)
Accumulated net realized gain on investments 104,473,627
Net unrealized appreciation on investments 273,177,356
Net unrealized depreciation on written options (149)
Net unrealized depreciation on assets and liabilities denominated
in foreign currencies (1,160)
------------------------------------------------------------------------------------
Total net assets $1,159,249,505
====================================================================================
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (based on $980,013,132/24,474,462 shares) $ 40.04
Class B (based on $7,527,291/234,359 shares) $ 32.12
Class C (based on $68,639,106/2,069,525 shares) $ 33.17
Class R (based on $10,109,274/256,327 shares) $ 39.44
Class Y (based on $92,960,702/2,213,280 shares) $ 42.00
MAXIMUM OFFERING PRICE:
Class A ($40.04 (divided by) 94.25%) $ 42.48
====================================================================================
The accompanying notes are an integral part of these financial statements.
28 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Statement of Operations (unaudited)
For the Six Months Ended 5/31/14
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $1,849) $ 3,372,656
Interest 21,655
------------------------------------------------------------------------------------------
Total investment income $ 3,394,311
==========================================================================================
EXPENSES:
Management fees $ 3,530,980
Transfer agent fees and expenses
Class A 456,545
Class B 27,463
Class C 26,022
Class R 1,851
Class Y 4,071
Distribution fees
Class A 1,216,301
Class B 42,228
Class C 340,481
Class R 24,702
Shareholder communication expense 443,872
Administrative reimbursements 195,894
Custodian fees 17,404
Registration fees 41,737
Professional fees 48,767
Printing expense 34,407
Fees and expenses of nonaffiliated Trustees 19,486
Miscellaneous 9,812
------------------------------------------------------------------------------------------
Total expenses $ 6,482,023
------------------------------------------------------------------------------------------
Net investment loss $ (3,087,712)
------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND WRITTEN OPTIONS:
Net realized gain on:
Investments $ 96,735,665
Other assets and liabilities denominated in
foreign currencies (13,630) $ 96,722,035
------------------------------------------------------------------------------------------
Change in net unrealized appreciation (depreciation) on:
Investments $ (19,828,846)
Written options (149)
Other assets and liabilities denominated in
foreign currencies (1,008) $ (19,830,003)
------------------------------------------------------------------------------------------
Net gain on investments $ 76,892,032
------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 73,804,320
==========================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 29
Statements of Changes in Net Assets
----------------------------------------------------------------------------------------------
Six Months
Ended
5/31/14 Year Ended
(unaudited) 11/30/13
----------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment loss $ (3,087,712) $ (4,288,699)
Net realized gain on investments 96,722,035 128,681,381
Change in net unrealized appreciation (depreciation)
on investments (19,830,003) 110,946,189
----------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 73,804,320 $ 235,338,871
----------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREOWNERS:
Net realized gain:
Class A ($0.00 and $5.17* per share, respectively) $ -- $ (77,659,880)
Class B ($0.00 and $1.76 per share, respectively) -- (501,362)
Class C ($0.00 and $4.95* per share, respectively) -- (4,990,691)
Class R ($0.00 and $1.76 per share, respectively) -- (435,729)
Class Y ($0.00 and $5.20* per share, respectively) -- (14,582,306)
----------------------------------------------------------------------------------------------
Total distributions to shareowners $ -- $ (98,169,968)
----------------------------------------------------------------------------------------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale or exchange of shares $ 61,264,242 $ 61,915,865
Shares issued in reorganization -- 575,347,564
Reinvestment of distributions -- 89,555,900
Cost of shares repurchased (126,157,303) (164,155,418)
----------------------------------------------------------------------------------------------
Net increase (decrease) in net assets resulting from
Fund share transactions $ (64,893,061) $ 562,663,911
----------------------------------------------------------------------------------------------
Net increase in net assets $ 8,911,259 $ 699,832,814
NET ASSETS:
Beginning of period 1,150,338,246 450,505,432
----------------------------------------------------------------------------------------------
End of period $ 1,159,249,505 $1,150,338,246
----------------------------------------------------------------------------------------------
Undistributed (distributions in excess of)
net investment income $ (2,757,383) $ 330,329
==============================================================================================
* Historical per share amounts prior to June 7, 2013 have been adjusted to
reflect the conversion ratios used for the reorganization of the Fund
(formerly known as Pioneer Growth Opportunities Fund) with Pioneer Select
Mid Cap Growth Fund.
The accompanying notes are an integral part of these financial statements.
30 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
-----------------------------------------------------------------------------------------
'14 Shares '14 Amount
(unaudited) (unaudited) '13 Shares '13 Amount
-----------------------------------------------------------------------------------------
Class A*
Shares sold 860,503 $ 33,677,712 869,576 $ 31,042,240
Shares issued
in reorganization -- -- 14,033,389 480,408,023
Reinvestment of distributions -- -- 2,121,622 74,791,090
Less shares repurchased (1,599,226) (62,606,341) (2,388,188) (84,583,556)
-----------------------------------------------------------------------------------------
Net increase (decrease) (738,723) $ (28,928,629) 14,636,399 $501,657,797
=========================================================================================
Class B
Shares sold or exchanged 2,207 $ 71,272 10,174 $ 302,228
Shares issued
in reorganization -- -- 344,312 9,689,683
Reinvestment of distributions -- -- 16,318 493,621
Less shares repurchased (69,352) (2,189,843) (69,300) (2,072,494)
-----------------------------------------------------------------------------------------
Net increase (decrease) (67,145) $ (2,118,571) 301,504 $ 8,413,038
=========================================================================================
Class C*
Shares sold 172,735 $ 5,644,342 302,146 $ 9,332,626
Shares issued
in reorganization -- -- 1,500,584 43,279,821
Reinvestment of distributions -- -- 126,461 3,770,515
Less shares repurchased (218,924) (7,089,671) (283,509) (8,546,394)
-----------------------------------------------------------------------------------------
Net increase (decrease) (46,189) $ (1,445,329) 1,645,682 $ 47,836,568
=========================================================================================
Class R
Shares sold 75,057 $ 2,914,674 50,406 $ 1,834,987
Shares issued
in reorganization -- -- 254,059 8,602,193
Reinvestment of distributions -- -- 10,855 401,099
Less shares repurchased (81,764) (3,160,762) (52,286) (1,896,736)
-----------------------------------------------------------------------------------------
Net increase (decrease) (6,707) $ (246,088) 263,034 $ 8,941,543
=========================================================================================
Class Y*
Shares sold 460,077 $ 18,956,242 521,105 $ 19,403,784
Shares issued
in reorganization -- -- 934,367 33,367,844
Reinvestment of distributions -- -- 283,655 10,099,575
Less shares repurchased (1,264,371) (51,110,686) (1,818,152) (67,056,238)
-----------------------------------------------------------------------------------------
Net decrease (804,294) $ (32,154,444) (79,025) $ (4,185,035)
=========================================================================================
* Historical share amounts prior to June 7, 2013 have been adjusted to reflect
the conversion ratios used for the reorganization of the Fund (formerly
known as Pioneer Growth Opportunities Fund) with Pioneer Select Mid Cap
Growth Fund.
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 31
Financial Highlights
------------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
5/31/14 Ended Ended Ended Ended Ended
(unaudited) 11/30/13 (a) 11/30/12 (a) 11/30/11 (a) 11/30/10 (a) 11/30/09 (a)(b)
------------------------------------------------------------------------------------------------------------------------------------
Class A
Net asset value, beginning of period $ 37.55 $ 31.75 $ 29.64 $ 28.02 $ 23.17 $ 16.03
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment loss $ (0.10) $ (0.14) $ (0.18) $ (0.15) $ (0.13) $ (0.10)
Net realized and unrealized gain (loss)
on investments and foreign currency
transactions 2.59 11.11 2.29 1.77 4.98 7.34
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment
operations $ 2.49 $ 10.97 $ 2.11 $ 1.62 $ 4.85 $ 7.24
------------------------------------------------------------------------------------------------------------------------------------
Distributions to shareowners:
Net realized gain $ -- $ (5.17) $ -- $ -- $ -- $ (0.10)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.49 $ 5.80 $ 2.11 $ 1.62 $ 4.85 $ 7.14
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 40.04 $ 37.55 $ 31.75 $ 29.64 $ 28.02 $ 23.17
====================================================================================================================================
Total return* 6.63% 36.96% 7.11%(d) 5.79%(c) 20.92% 45.46%
Ratio of net expenses to average net assets 1.08%** 1.12% 1.16% 1.15% 1.21% 1.29%
Ratio of net investment loss to average net
assets (0.50)%** (0.56)% (0.54)% (0.44)% (0.61)% (0.39)%
Portfolio turnover rate 95%** 100% 86% 81% 88% 91%
Net assets, end of period (in thousands) $ 980,013 $946,725 $ 335,702 $ 362,504 $ 387,037 $73,077
Ratios with no waiver of fees and assumption of
expenses by the Adviser and no reduction for
fees paid indirectly:
Total expenses 1.08%** 1.12% 1.16% 1.15% 1.21% 1.29%
Net investment loss (0.50)%** (0.56)% (0.54)% (0.44)% (0.61)% (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.
(a) The Fund acquired the assets and liabilities of Pioneer Select Mid Cap
Growth Fund (the "predecessor fund") on June 7, 2013 (the "reorganization").
As a result of the reorganization, the predecessor fund's performance and
financial history became the performance and financial history of the Fund.
Historical per-share amounts prior to June 7, 2013 have been adjusted to
reflect the conversion ratio used to align the net asset values of the
predecessor fund with those of the Fund. See Notes to Financial Statements
-- Note 1.
(b) Effective May 15, 2009, Pioneer Investment Management, Inc. became the
adviser of the Fund.
(c) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended November 30, 2011, the total return would have been
5.61%.
(d) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended November 30, 2012, the total return would have been
7.02%.
The accompanying notes are an integral part of these financial statements.
32 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
--------------------------------------------------------------------------------
Six Months
Ended
5/31/14 6/7/13 (a)
(unaudited) to 11/30/13
--------------------------------------------------------------------------------
Class B
Net asset value, beginning of period $ 30.34 $ 28.14
--------------------------------------------------------------------------------
Increase from investment operations:
Net investment loss $ (0.35) $ (0.30)
Net realized and unrealized gain on investments 2.13 4.26
--------------------------------------------------------------------------------
Net increase in net assets from investment operations $ 1.78 $ 3.96
--------------------------------------------------------------------------------
Distributions to shareowners:
Net realized gain $ -- $ (1.76)
--------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 1.78 $ 2.20
--------------------------------------------------------------------------------
Net asset value, end of period $ 32.12 $ 30.34
================================================================================
Total return* 5.87% 14.08%***
Ratio of net expenses to average net assets 2.52%** 2.58%**
Ratio of net investment loss to average net assets (1.94)%** (2.06)%**
Portfolio turnover rate 95%** 100%**
Net assets, end of period (in thousands) $ 7,527 $ 9,146
Ratios with no waiver of fees and assumption
of expenses by the Adviser:
Total expenses 2.52%** 2.58%**
Net investment loss (1.94)%** (2.06)%**
================================================================================
(a) Financial reporting for Class B shares commenced on June 7, 2013. See Notes
to Financial Statements -- Note 1.
* Assumes initial investment at net asset value at the beginning of the
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of the period and no sales charges.
Total return would be reduced if sales charges were taken into account.
** Annualized.
*** Not annualized.
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 33
Financial Highlights (continued)
------------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
5/31/14 Ended Ended Ended Ended Ended
(unaudited) 11/30/13 (a) 11/30/12 (a) 11/30/11 (a) 11/30/10 (a) 11/30/09 (a)(b)
------------------------------------------------------------------------------------------------------------------------------------
Class C
Net asset value, beginning of period $ 31.23 $ 27.15 $ 25.60 $ 24.43 $ 20.40 $ 14.22
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment loss $ (0.21) $ (0.24) $ (0.44) $ (0.38) $ (0.31) $ (0.27)
Net realized and unrealized gain (loss)
on investments and foreign currency
transactions 2.15 9.27 1.99 1.55 4.34 6.54
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.94 $ 9.03 $ 1.55 $ 1.17 $ 4.03 $ 6.27
------------------------------------------------------------------------------------------------------------------------------------
Distributions to shareowners:
Net realized gain $ -- $ (4.95) $ -- $ -- $ -- $ (0.09)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 1.94 $ 4.08 $ 1.55 $ 1.17 $ 4.03 $ 6.18
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 33.17 $ 31.23 $ 27.15 $ 25.60 $ 24.43 $ 20.40
====================================================================================================================================
Total return* 6.21% 35.76% 6.05%(d) 4.80%(c) 19.79% 44.43%
Ratio of net expenses to average net assets 1.90%** 1.97% 2.16% 2.07% 2.14% 2.31%
Ratio of net investment loss to average net assets (1.31)%** (1.43)% (1.54)% (1.37)% (1.54)% (1.44)%
Portfolio turnover rate 95%** 100% 86% 81% 88% 91%
Net assets, end of period (in thousands) $ 68,639 $66,069 $ 12,761 $ 13,090 $ 13,565 $ 5,017
Ratios with no waiver of fees and assumption of
expenses by the Adviser and no reduction for
fees paid indirectly:
Total expenses 1.90%** 1.97% 2.16% 2.07% 2.25% 2.31%
Net investment loss (1.31)%** (1.43)% (1.54)% (1.37)% (1.64)% (1.44)%
====================================================================================================================================
* 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.
(a) The Fund acquired the assets and liabilities of Pioneer Select Mid Cap
Growth Fund (the "predecessor fund") on June 7, 2013 (the "reorganization").
As a result of the reorganization, the predecessor fund's performance and
financial history became the performance and financial history of the Fund.
Historical per-share amounts prior to June 7, 2013 have been adjusted to
reflect the conversion ratio used to align the net asset values of the
predecessor fund with those of the Fund. See Notes to Financial Statements
-- Note 1.
(b) Effective May 15, 2009, Pioneer Investment Management, Inc. became the
adviser of the Fund.
(c) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended November 30, 2011, the total return would have been
4.67%.
(d) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended November 30, 2012, the total return would have been
5.97%.
The accompanying notes are an integral part of these financial statements.
34 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
--------------------------------------------------------------------------------
Six Months
Ended
5/31/14 6/7/13 (a)
(unaudited) to 11/30/13
--------------------------------------------------------------------------------
Class R
Net asset value, beginning of period $ 37.05 $ 33.86
--------------------------------------------------------------------------------
Increase from investment operations:
Net investment loss $ (0.17) $ (0.17)
Net realized and unrealized gain on investments 2.56 5.12
--------------------------------------------------------------------------------
Net increase in net assets from investment operations $ 2.39 $ 4.95
--------------------------------------------------------------------------------
Distributions to shareowners:
Net realized gain $ -- $ (1.76)
--------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.39 $ 3.19
--------------------------------------------------------------------------------
Net asset value, end of period $ 39.44 $ 37.05
================================================================================
Total return* 6.45% 14.62%***
Ratio of net expenses to average net assets 1.46%** 1.52%**
Ratio of net investment loss to average net assets (0.87)%** (1.00)%**
Portfolio turnover rate 95%** 100%**
Net assets, end of period (in thousands) $ 10,109 $ 9,746
Ratios with no waiver of fees and assumption
of expenses by the Adviser:
Total expenses 1.46%** 1.52%**
Net investment loss (0.87)%** (1.00)%**
================================================================================
(a) Financial reporting for Class R shares commenced on June 7, 2013. See Notes
to Financial Statements -- Note 1.
* Assumes initial investment at net asset value at the beginning of the
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of the period and no sales charges.
Total return would be reduced if sales charges were taken into account.
** Annualized.
*** Not annualized.
The accompanying notes are an integral part of these financial statements.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 35
Financial Highlights (continued)
------------------------------------------------------------------------------------------------------------------------------------
Six Months
Ended Year Year Year Year Year
5/31/14 Ended Ended Ended Ended Ended
(unaudited) 11/30/13 (a) 11/30/12 (a) 11/30/11 (a) 11/30/10 (a) 11/30/09 (a)(b)
------------------------------------------------------------------------------------------------------------------------------------
Class Y
Net asset value, beginning of period $ 39.32 $ 32.95 $ 30.63 $ 28.84 $ 23.75 $ 16.36
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment loss $ (0.04) $ (0.06) $ (0.04) $ (0.00)(c) $ (0.04) $ (0.02)
Net realized and unrealized gain (loss)
on investments and foreign currency
transactions 2.72 11.63 2.36 1.79 5.13 7.51
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment
operations $ 2.68 $ 11.57 $ 2.32 $ 1.79 $ 5.09 $ 7.49
------------------------------------------------------------------------------------------------------------------------------------
Distributions to shareowners:
Net realized gain $ -- $ (5.20) $ -- $ -- $ -- $ (0.10)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.68 $ 6.37 $ 2.32 $ 1.79 $ 5.09 $ 7.39
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 42.00 $ 39.32 $ 32.95 $ 30.63 $ 28.84 $ 23.75
====================================================================================================================================
Total return* 6.81% 37.40% 7.60%(f) 6.20%(e) 21.45% 46.08%
Ratio of net expenses to average net assets 0.75%** 0.76% 0.73% 0.71% 0.74% 0.97%
Ratio of net investment loss to average net
assets (0.17)%** (0.18)% (0.11)% (0.00)(d) (0.14)% (0.05)%
Portfolio turnover rate 95%** 100% 86% 81% 88% 91%
Net assets, end of period (in thousands) $ 92,961 $118,651 $ 102,042 $ 83,460 $ 107,870 $81,580
Ratios with no waiver of fees and assumption
of expenses by the Adviser and no reduction
for fees paid indirectly:
Total expenses 0.75%** 0.76% 0.73% 0.71% 0.74% 0.97%
Net investment loss (0.17)%** (0.18)% (0.11)% (0.00)%(d) (0.14)% (0.05)%
====================================================================================================================================
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions and the complete redemption of the
investment at net asset value at the end of each period.
** Annualized.
(a) The Fund acquired the assets and liabilities of Pioneer Select Mid Cap
Growth Fund (the "predecessor fund") on June 7, 2013 (the "reorganization").
As a result of the reorganization, the predecessor fund's performance and
financial history became the performance and financial history of the Fund.
Historical per-share amounts prior to June 7, 2013 have been adjusted to
reflect the conversion ratio used to align the net asset values of the
predecessor fund with those of the Fund. See Notes to Financial Statements
-- Note 1.
(b) Effective May 15, 2009, Pioneer Investment Management, Inc. became the
adviser of the Fund.
(c) Rounds to less than $0.01 or $(0.01) per share.
(d) Rounds to less than 0.01%.
(e) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended November 30, 2011, the total return would have been
6.08%.
(f) If the Fund had not recognized gains in settlement of class action lawsuits
during the year ended November 30, 2012, the total return would have been
7.52%.
The accompanying notes are an integral part of these financial statements.
36 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Notes to Financial Statements | 5/31/14 (unaudited)
1. Organization and Significant Accounting Policies
Pioneer Select Mid Cap Growth Fund (the Fund) is one of two portfolios
comprising Pioneer Series Trust II, a Delaware statutory trust. The Fund is
registered under the Investment Company Act of 1940 as a diversified, open-end
management investment company. The Fund acquired the assets and liabilities of
Pioneer Select Mid Cap Growth Fund (the "predecessor fund"), a series of Pioneer
Series Trust I on June 7, 2013. The predecessor fund was the accounting survivor
of the reorganization. Accordingly, the predecessor fund's performance and
financial history became the performance and financial history of the Fund. The
financial highlights and shareholder activity, as reflected in the Statement of
Changes in net assets, have been adjusted to reflect the conversion ratios used
for the reorganization of the Fund with the predecessor fund. Prior to the
reorganization, the Fund was named Pioneer Growth Opportunities Fund. The
predecessor fund acquired the assets and stated liabilities of the Regions
Morgan Keegan Select Mid Cap Growth Fund on May 15, 2009. The investment
objective of the Fund is long-term capital growth.
The Fund offers five classes of shares designated as Class A, Class B, Class C,
Class R and Class Y shares. The predecessor fund did not offer Class B shares or
Class R shares. Accordingly, financial reporting for Class B shares and Class R
shares commenced on June 7, 2013, and no financial information has been
presented for Class B shares or Class R shares for prior periods. Each class of
shares represents an interest in the same portfolio of investments of the Fund
and has identical rights (based on relative net asset values) to assets and
liquidation proceeds. Share classes can bear different rates of class-specific
fees and expenses such as transfer agent and distribution fees. Differences in
class-specific fees and expenses will result in differences in net investment
income and, therefore, the payment of different dividends from net investment
income earned by each class. The Amended and Restated Declaration of Trust of
the Fund gives the Board the flexibility to specify either per share voting or
dollar-weighted voting when submitting matters for shareholder approval. Under
per share voting, each share of a class of the Fund is entitled to one vote.
Under dollar-weighted voting, a shareholder's voting power is determined not by
the number of shares owned, but by the dollar value of the shares on the record
date. Each share class has exclusive voting rights with respect to matters
affecting only that class, including with respect to the distribution plan for
that class. There is no distribution plan for Class Y shares. Class B shares
convert to Class A shares approximately eight years after the date of purchase.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 37
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
period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Fund in the preparation of its financial statements, which are consistent with
those policies generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. The net asset value of
the Fund is computed once daily, on each day the New York Stock Exchange
(NYSE) is open, as of the close of regular trading on the NYSE. In computing
the net asset value, securities that have traded on an exchange are valued
at the last sale price on the principal exchange where they are traded.
Securities that have not traded on the date of valuation, or securities for
which sale prices are not available, generally are valued at the mean
between the last bid and asked prices. Short-term fixed income securities
with remaining maturities of sixty days or less generally are valued at
amortized cost. Shares of money market mutual funds are valued at such
funds' net asset value.
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.
Securities for which independent pricing services are unable to supply
prices or for which market prices and/or quotations are not readily
available or are considered to be unreliable are valued by a fair valuation
team comprised of certain personnel of Pioneer Investment Management, Inc.
(PIM), the Fund's investment adviser, pursuant to procedures adopted by the
Fund's Board of Trustees. PIM's fair valuation team uses fair value methods
approved by the Valuation Committee of the Board of Trustees. PIM's fair
valuation team is responsible for monitoring developments that may impact
fair valued securities and for discussing and assessing fair values on an
ongoing basis, and at least quarterly, with the Valuation Committee of the
Board of Trustees.
Inputs used when applying fair value methods to value a security may include
credit ratings, the financial condition of the company, current market
conditions and comparable securities. The Fund may use fair value methods if
it is determined that a significant event has occurred after the close of
the exchange or market on which the security trades and prior to the
38 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
determination of the Fund's net asset value. Examples of a significant event
might include political or economic news, corporate restructurings, natural
disasters, terrorist activity or trading halts. Thus, the valuation of the
Fund's securities may differ significantly from exchange prices and such
differences could be material.
At May 31, 2014, there were no securities that were valued using fair value
methods (other than securities that were valued using prices supplied by
independent pricing services or broker-dealers).
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. Federal Income Taxes
It is the Fund's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no provision for federal income taxes is required.
As of November 30, 2013, the Fund did not accrue any interest or penalties
with respect to uncertain tax positions, which, if applicable, would be
recorded as an income tax expense in the Statement of Operations. Tax
returns filed within the prior three years are subject to examination by
Federal and State tax authorities.
The amount and character of income and capital gain distributions to
shareowners are determined in accordance with federal income tax rules,
which may differ from U.S. generally accepted accounting principles.
Distributions in excess of net investment income or net realized gains are
temporary overdistributions for financial statement purposes resulting from
differences in the recognition or classification of income or distributions
for financial statement and tax purposes. Capital accounts within the
financial statements are adjusted for permanent book/tax differences to
reflect tax character, but are not adjusted for temporary differences.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 39
The tax character of current year distributions payable will be determined
at the end of the current taxable year.The tax character of distributions
paid during the years ended November 30, 2013 was as follows:
----------------------------------------------------------------------------
2013
----------------------------------------------------------------------------
Distributions paid from:
Ordinary Income $ 4,565,456
Long-term capital gain 93,604,512
----------------------------------------------------------------------------
Total $98,169,968
============================================================================
The following shows the components of distributable earnings on a federal
income tax basis at November 30, 2013:
----------------------------------------------------------------------------
2013
----------------------------------------------------------------------------
Distributable earnings:
Undistributed long-term gain $ 9,634,949
Net unrealized appreciation 291,453,022
----------------------------------------------------------------------------
Total $301,087,971
============================================================================
Due to a different tax survivor and different tax year end, the tax amounts
include those related to the Fund for the tax period January 1, 2013 to
November 30, 2013.
The difference between book-basis and tax-basis net unrealized appreciation
is attributable to the tax deferral of losses on wash sales and the tax
basis adjustments on other holdings.
C. Fund Shares
The Fund records sales and repurchases of its shares as of trade date.
Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the
Fund and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit),
earned $40,912 in underwriting commissions on the sale of Class A shares
during the six months ended May 31, 2014.
D. Class Allocations
Income, common expenses and realized and unrealized gains and losses are
calculated at the Fund level and allocated daily to each class of shares
based on its respective percentage of adjusted net assets at the beginning
of the day.
Distribution fees are calculated based on the average daily net asset value
attributable to Class A, Class B, Class C and Class R shares of the Fund,
respectively (see Note 4). Class Y shares do not pay distribution fees. All
expenses and fees paid to the transfer agent, Pioneer Investment Management
Shareholder Services, Inc. (PIMSS), for its services are allocated among the
classes of shares based on the number of accounts in each class and the
ratable allocation of related out-of-pocket expenses (see Note 3).
40 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Distributions to shareowners are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner and at the same time, except that net
investment income dividends to Class A, Class B, Class C, Class R and Class
Y shares can reflect different transfer agent and distribution expense
rates.
E. Risks
At times, the Fund's investments may represent industries or industry
sectors that are interrelated or have common risks, making the Fund more
susceptible to any economic, political or regulatory developments or other
risks affecting these industries or sectors. The Fund's prospectus contains
unaudited information regarding the Fund's principal risks. Please refer to
that document when considering the Fund's principal risks.
F. Repurchase Agreements
With respect to repurchase agreements entered into by the Fund, the value of
the underlying securities (collateral), including accrued interest, is
required to be equal to or in excess of the repurchase price. The collateral
for all repurchase agreements is held in safekeeping in the customer-only
account of the Fund's custodian or a subcustodian of the Fund. PIM is
responsible for determining that the value of the collateral remains at
least equal to the repurchase price.
G. Option Writing
The Fund may write put and covered call options to seek to increase total
return. When an option is written, the Fund receives a premium and becomes
obligated to purchase or sell the underlying security at a fixed price, upon
the exercise of the option. When the Fund writes an option, an amount equal
to the premium received by the Fund is recorded as a liability and is
subsequently adjusted to the current value of the option written. Premiums
received from writing options that expire unexercised are treated by the
Fund on the expiration date as realized gains from investments. The
difference between the premium and the amount paid on effecting a closing
purchase transaction, including brokerage commissions, is also treated as a
realized gain, or, if the premium is less than the amount paid for the
closing purchase transaction, as a realized loss. If a call option is
exercised, the premium is added to the proceeds from the sale of the
underlying security in determining whether the Fund has realized a gain or
loss. The Fund as writer of an option bears the market risk of an
unfavorable change in the price of the security underlying the written
option.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 41
The value of contracts open during the one month ended May 31, 2014 was
$59,738. Written put option contracts outstanding at period end are listed
at the end of the Fund's schedule of investments.
The Fund held one written call option contract that was open at May 31,
2014. If the call option had been exercised at May 31, 2014, the maximum
amount the Fund would have been required to pay was $59,589.
Transactions in written call options for the six months ended May 31, 2014
are summarized as follows:
-------------------------------------------------------------------------------------
Number of Contracts Premiums Received
-------------------------------------------------------------------------------------
Options outstanding at beginning of period -- $ --
Options opened (295) (59,589)
Options exercised -- --
Options closed -- --
Options expired -- --
-------------------------------------------------------------------------------------
Options outstanding at end of period (295) $ (59,589)
=====================================================================================
H. Purchased Options
The Fund may purchase call and put options in order to seek to increase
total return. Purchased call and put options entitle the Fund to buy and
sell a specified number of shares or units of a particular security,
currency or index at a specified price at a specific date or within a
specific period of time. Upon the purchase of a call or put option, the
premium paid by the Fund is included in the Statement of Assets and
Liabilities as an investment. All premiums are marked-to-market daily, and
any unrealized gains or losses are recorded in the Fund's financial
statements. As the purchaser of an index option, the Fund has the right to
receive a cash payment equal to any depreciation in the value of the index
below the strike price of the option (in the case of a put) or equal to any
appreciation in the value of the index over the strike price of the option
(in the case of a call) as of the valuation date of the option. Premiums
paid for purchased calls and put options which have expired are treated as
realized losses on investments in the Statement of Operations. Upon the
exercise or closing of a purchased put option, the premium is offset against
the proceeds on the sale of the underlying security or financial instrument
in order to determine the realized gain or loss on investments. Upon the
exercise or closing of a purchased call option, the premium is added to the
cost of the security or financial instrument. The risk associated with
purchasing options is limited to the premium originally paid. During the six
months ended May 31, 2014, the Fund had no purchased options.
42 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredit, manages the Fund's
portfolio. Management fees are calculated daily at an annual rate equal to
0.625% of the Fund's average daily net assets up to $500 million, 0.60% of the
next $500 million and 0.575% on assets over $1 billion. Prior to June 7, 2013,
the Fund paid an annual fee equal to 0.65% of the Fund's average daily net
assets. Prior to June 7, 2013, the predecessor fund paid a management fee at an
annual rate equal to 0.625% of the predecessor fund's average daily net assets
up to $500 million, 0.60% of the next $500 million and 0.575% on assets over $1
billion. Morgan Asset Management, Inc. (MAM) served as the investment adviser to
the predecessor Regions Morgan Keegan Select Mid Cap Growth Fund through May 15,
2009. For the six months ended May 31, 2014, the effective management fee was
equivalent to 0.61% of the Fund's average daily net assets.
In addition, under the management and administration agreements, certain other
services and costs, including accounting, regulatory reporting and insurance
premiums, are paid by the Fund as administrative reimbursements. Included in
"Due to affiliates" reflected on the Statement of Assets and Liabilities is
$71,118 in management fees, administrative costs and certain other
reimbursements payable to PIM at May 31, 2014.
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially
all transfer agent and shareowner services to the Fund at negotiated rates.
In addition, the Fund reimburses PIMSS for out-of-pocket expenses incurred by
PIMSS related to shareholder communications activities such as proxy and
statement mailings, outgoing phone calls and omnibus relationship contracts. For
the six months ended May 31, 2014, such out-of-pocket expenses by class of
shares were as follows:
--------------------------------------------------------------------------------
Shareholder Communications:
--------------------------------------------------------------------------------
Class A $335,253
Class B 8,510
Class C 51,330
Class R 12,281
Class Y 36,498
--------------------------------------------------------------------------------
Total $443,872
================================================================================
Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $172,965 in transfer agent fees and out-of-pocket reimbursements
payable to PIMSS at May 31, 2014.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 43
4. Distribution Plan
The Fund has adopted a Distribution Plan pursuant to Rule 12b-1 of the
Investment Company Act of 1940 with respect to its Class A and Class C shares.
Pursuant to the Plan, the Fund pays PFD 0.25% of the average daily net assets
attributable to Class A shares as compensation for personal services and/or
account maintenance services or distribution services with regard to Class A
shares. Pursuant to the Plan, the Fund also pays PFD 1.00% of the average daily
net assets attributable to Class C shares. The fee for Class C shares consists
of a 0.25% service fee and a 0.75% distribution fee paid as compensation for
personal services and/or account maintenance services or distribution services
with regard to Class C shares. Included in "Due to affiliates" reflected on the
Statement of Assets and Liabilities is $29,030 in distribution fees payable to
PFD at May 31, 2014.
In addition, redemptions of each class of shares (except Class Y shares) may be
subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be
imposed on redemptions of certain net asset value purchases of Class A shares
within 12 months of purchase. Redemptions of Class C shares within one year of
purchase are subject to a CDSC of 1.00%, based on the lower of cost or market
value of shares being redeemed. Shares purchased as part of an exchange remain
subject to any CDSC that applied to the original purchase of those shares. There
is no CDSC for Class Y shares. Proceeds from the CDSCs are paid to PFD. For the
six months ended May 31, 2014, CDSCs in the amount of $2,137 were paid to PFD.
5. Expense Offset Arrangements
The Fund has entered into certain expense offset arrangements with PIMSS which
may result in a reduction in the Fund's total expenses due to interest earned on
cash held by PIMSS. For the six months ended May 31, 2014, the Fund's expenses
were not reduced under such arrangements.
6. Line of Credit Facility
The Fund, along with certain other funds in the Pioneer Family of Funds (the
Funds), participates in a committed, unsecured revolving line of credit
facility. Borrowings are used solely for temporary or emergency purposes. The
Fund may borrow up to the lesser of the amount available under the facility or
the limits set for borrowing by the Fund's prospectus and the 1940 Act. The
credit facility in effect until February 12, 2014 was in the amount of $215
million. As of February 12, 2014, the facility is in the amount of $240 million.
Under such facility, depending on the type of loan, interest on borrowings is
payable at the London Interbank Offered Rate (LIBOR) plus 0.90% (0.85% as of
February 12, 2014) on an annualized basis, or the Alternate Base Rate, which is
the greater of (a) the facility's administrative agent's daily announced prime
rate on the borrowing date, (b) 2% plus the Federal Funds Rate on the borrowing
date and
44 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
(c) 2% plus the overnight Euro dollar rate on the borrowing date. The Funds pay
an annual commitment fee to participate in a credit facility. The commitment fee
is allocated among participating Funds based on an allocation schedule set forth
in the credit agreement. For the six months ended May 31, 2014, the Fund had no
outstanding borrowings.
7. Assets and Liabilities Offsetting
Financial instruments subject to an enforceable master netting agreement have
been offset on the Statement of Assets and Liabilities. The following charts
show gross assets and liabilities of the Fund as of May 31, 2014.
-----------------------------------------------------------------------------------------------
Assets:
Gross
Amounts Net Gross Amounts Not Offset
Offset Amounts of in the Statement of
in the Assets Assets and Liabilities
Gross Statement Presented in -------------------------
Amounts of of Assets the Statement Cash
Recognized and of Assets and Financial Collateral Net
Description Assets Liabilities Liabilities Instruments Received Amount
----------------------------------------------------------------------------------------------
Written options $-- $-- $-- $-- $-- $--
----------------------------------------------------------------------------------------------
$-- $-- $-- $-- $-- $--
----------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------
Liabilities:
Gross
Amounts Net Gross Amounts Not Offset
Offset Amounts of in the Statement of
in the Assets Assets and Liabilities
Gross Statement Presented in -------------------------
Amounts of of Assets the Statement Cash
Recognized and of Assets and Financial Collateral Net
Description Liabilities Liabilities Liabilities Instruments Received Amount
-----------------------------------------------------------------------------------------------
Written options $59,738 $-- $59,738 $-- $-- $59,738
-----------------------------------------------------------------------------------------------
$59,738 $-- $59,738 $-- $-- $59,738
-----------------------------------------------------------------------------------------------
8. Additional Disclosures about Derivative Instruments and Hedging Activities
Values of derivative instruments as of May 31, 2014 were as follows:
-----------------------------------------------------------------------------------------
Derivatives Not
Accounted for as Asset Derivatives 2014 Liabilities Derivatives 2014
Hedging Instruments ---------------------------------------------------------------
Under Accounting Statement of Assets Statement of Assets
Standards Codification and Liabilities and Liabilities
(ASC) 815 Location Value Location Value
-----------------------------------------------------------------------------------------
Written Options Net unrealized Net unrealized
appreciation on depreciation on
written options $ -- written options $149
-----------------------------------------------------------------------------------------
Total $ -- $149
=========================================================================================
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 45
The effect of derivative instruments on the Statement of Operations for the six
months ended May 31, 2014 was as follows:
-----------------------------------------------------------------------------------------
Change in
Derivatives Not Unrealized
Accounted for as Realized Gain appreciation
Hedging Instruments (Loss) on (depreciation)
Under Accounting Location of Gain or (Loss) Derivatives on Derivatives
Standards Codification on Derivatives Recognized Recognized Recognized
(ASC) 815 in Income in Income in Income
-----------------------------------------------------------------------------------------
Written Options Net realized gain (loss)
on written options $ --
Written Options Change in net unrealized
appreciation (depreciation)
on written options $(149)
9. Reorganization Information
On June 7, 2013 ("Closing Date"), the predecessor fund was reorganized with the
Fund. The purpose of this transaction was to combine two funds (managed by PIM)
with similar investment objectives and strategies.
This tax-free reorganization was accomplished by exchanging the assets and
liabilities of the predecessor fund for shares of the Fund. Shareowners holding
Class A, Class C and Class Y shares of the predecessor fund received Class A,
Class C and Class Y shares of the Fund, respectively, in the reorganization. The
predecessor fund did not offer Class B shares or Class R shares. Financial
reporting for Class B shares and Class R shares commenced on June 7, 2013. The
investment portfolio of the predecessor fund, with an aggregate value of
$552,334,360 and an identified cost of $442,091,974 at June 7, 2013, was the
principal asset acquired by the Fund.
For financial reporting purposes, assets received and shares issued by the Fund
were recorded at net asset value, however, the cost basis of the investments
received from the predecessor fund was carried forward to align ongoing
reporting of the Fund's realized and unrealized gains and losses with amounts
distributable to shareowners for tax reporting purposes.
The Fund was the legal survivor of the reorganization. The predecessor fund was
the accounting survivor of the reorganization. Accordingly, the predecessor
fund's performance and financial history became the performance and financial
history of the Fund. Prior to the reorganization, the Fund was named Pioneer
Growth Opportunities Fund.
46 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
The following charts show the details of the reorganization as of the Closing
Date:
----------------------------------------------------------------------------------------------------
Pioneer Growth Pioneer Select Mid Pioneer Select Mid
Opportunities Fund Cap Growth Fund Cap Growth Fund
(Pre-Reorganization) (Pre-Reorganization) (Pre-Reorganization)
----------------------------------------------------------------------------------------------------
Net Assets
Class A $480,408,023 $375,031,477 $ 855,439,500
Class B 9,689,683 -- 9,689,683
Class C 43,279,821 14,188,415 57,468,236
Class R 8,602,193 -- 8,602,193
Class Y 33,367,844 92,797,966 126,165,810
Total Net Assets $575,347,564 $482,017,858 $1,057,365,422
Shares Outstanding
Class A 14,033,389 10,956,195* 24,989,584
Class B 344,312 -- 344,312
Class C 1,500,584 491,969* 1,992,553
Class R 254,059 -- 254,059
Class Y 934,367 2,598,660* 3,533,027
----------------------------------------------------------------------------------------------------
Pre-conversion Post-conversion
Shares Conversion Ratio* Shares
----------------------------------------------------------------------------------------------------
Class A 18,313,828 0.5928 10,956,195
Class C 769,464 0.6394 491,969
Class Y 4,382,522 0.5930 2,598,660
* Share amounts have been adjusted to reflect the conversion ratios utilized
to align the net asset values of the predecessor fund with those of the
Fund.
----------------------------------------------------------------------------------------------------
Shares Issued In
Exchange Ratio Reorganization**
----------------------------------------------------------------------------------------------------
Class A 1.000 14,033,389
Class B 1.000 344,312
Class C 1.000 1,500,584
Class R 1.000 254,059
Class Y 1.000 934,367
** Reflects shares issued by the predecessor fund, the accounting survivor as
shown on the Statement of Changes.
----------------------------------------------------------------------------------------------------
Unrealized Accumulated
Appreciation Gain (Loss)
on Closing Date on Closing Date
----------------------------------------------------------------------------------------------------
Predecessor Fund $117,287,618 $ 47,932,022
Fund 110,242,386 (30,439,766)
Assuming the Reorganization had been completed on December 1, 2012, the
beginning of the Fund's current fiscal period, the pro forma results of
operations for the fiscal year ended November 30, 2013, are as follows:
Net Investment income (loss) $ (6,405,202)
Net realized and unrealized gains 345,088,972
--------------------------------------------------------------------------------
Change in net assets resulting from operations $338,683,770
================================================================================
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 47
Because the combined investment portfolios have been managed as a single
integrated portfolio since the reorganization was completed, it is not practical
to separate the amounts of revenue and earnings of the Fund that have been
included in the Statements of Operations since the Reorganization was
consummated.
10. Change in Independent Registered Public Accounting Firm
The Board of Trustees of the Fund, with the approval and recommendation of the
Audit Committee, appointed Deloitte & Touche LLP to serve as the Fund's
independent registered public accounting firm for the fiscal year ending
November 30, 2014. Deloitte & Touche LLP replaces Ernst & Young LLP, which
resigned as the Fund's independent registered public accounting firm, effective
upon completion of the audit of the Fund's financial statements for the fiscal
year ended November 30, 2013.
During the periods that Ernst & Young LLP served as the Fund's independent
registered public accounting firm, including the Fund's two most recent fiscal
years, Ernst & Young LLP's reports on the financial statements of the Fund have
not contained an adverse opinion or disclaimer of opinion and have not been
qualified or modified as to uncertainty, audit scope or accounting principles.
Further, there have been no disagreements with Ernst & Young LLP on any matter
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which, if not resolved to the satisfaction of Ernst
& Young LLP would have caused Ernst & Young LLP to make reference to the subject
matter of the disagreement in connection with its report on the financial
statements. In addition, there have been no reportable events of the kind
described in Item 304 (a)(1)(v) of Regulation S-K under the Securities Exchange
Act of 1934.
48 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
Trustees, Officers and Service Providers
Trustees Officers
Thomas J. Perna, Chairman Daniel K. Kingsbury, President*
David R. Bock Mark D. Goodwin, Executive
Benjamin M. Friedman Vice President
Margaret B.W. Graham Mark E. Bradley, Treasurer**
Daniel K. Kingsbury Christopher J. Kelley, Secretary
Marc O. Mayer***
Marguerite A. Piret
Kenneth J. Taubes
Stephen K. West****
Investment Adviser and Administrator
Pioneer Investment Management, Inc.
Custodian and Sub-Administrator
Brown Brothers Harriman & Co.
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Bingham McCutchen LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during the
most recent 12-month period ended June 30 is publicly available to shareowners
at us.pioneerinvestments.com. This information is also available on the
Securities and Exchange Commission's web site at www.sec.gov.
* Chief Executive Officer of the Fund.
** Chief Financial and Accounting Officer of the Fund.
*** Mr. Mayer resigned as a Trustee of the Pioneer Funds effective May 6, 2014.
**** Mr. West resigned as a Trustee of the Pioneer Funds effective July 15,
2014.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 49
This page for your notes.
50 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
This page for your notes.
Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14 51
This page for your notes.
52 Pioneer Select Mid Cap Growth Fund | Semiannual Report | 5/31/14
How to Contact Pioneer
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
--------------------------------------------------------------------------------
Account Information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Write to us:
--------------------------------------------------------------------------------
PIMSS, Inc.
P.O. Box 55014
Boston, Massachusetts 02205-5014
Our toll-free fax 1-800-225-4240
Our internet e-mail address ask.pioneer@pioneerinvestments.com
(for general questions about Pioneer only)
Visit our web site: us.pioneerinvestments.com
This report must be preceded or accompanied by a prospectus.
The Fund files a complete schedule of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
web site at http://www.sec.gov. The filed form may also be viewed and copied at
the Commission's Public Reference Room in Washington, DC. Information regarding
the operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
[LOGO] PIONEER
Investments(R)
Pioneer Investment Management, Inc.
60 State Street
Boston, MA 02109
us.pioneerinvestments.com
Securities offered through Pioneer Funds Distributor, Inc.
60 State Street, Boston, MA 02109
Underwriter of Pioneer Mutual Funds, Member SIPC
(C) 2014 Pioneer Investments 23253-05-0714
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 12(a)(1), a copy of
its code of ethics that applies to the registrant's principal
executive officer,principal financial officer, principal accounting
officer or controller, or persons performing similar functions,
as an exhibit to its annual
report on this Form N-CSR (see attachment);
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Not applicable.
(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.
Not applicable.
(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.
Not applicable.
(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.
Not applicable.
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
----------------------- --------------------------- -----------------------------------------------
------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- -------------------------
------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
----------------------- --------------------------- -----------------------------------------------
--------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
----------------------- ------------------------- -----------------------------------------------
------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
------------------------------------------- ------------------------------
--------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
--------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
Not applicable.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountants engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
Not applicable.
(g) Disclose the aggregate non-audit fees billed by the registrants accountant
for services rendered to the registrant, and rendered to the registrants
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
Not applicable.
(h) Disclose whether the registrants audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrants investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's audit committee of the Board of Trustees
has considered whether the provision of non-audit
services that were rendered to the Affiliates (as
defined) that were not pre- approved pursuant to
paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is
compatible with maintaining the principal accountant's
independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrant's audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
Not applicable.
(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.
Not applicable.
ITEM 6. SCHEDULE OF INVESTMENTS.
File Schedule of Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.1212
of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
Not applicable to open-end management investment companies.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a) If the registrant is a closed-end management investment company that
is filing an annual report on this Form N-CSR,provide the following
information:
(1) State the name, title, and length of service of the person or persons
employed by or associated with the registrant or an investment adviser
of the registrant who are primarily responsible for the day-to-day management
of the registrant's portfolio ("Portfolio Manager"). Also state each Portfolio
Manager's business experience during the past 5 years.
Not applicable to open-end management investment companies.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT
INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrant's equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781).
Not applicable to open-end management investment companies.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrant's board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 407(c)(2)(iv) of
Regulation S-R(17 CFR 229.407)(as required by Item 22(b)(15))
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrant's board of
directors since the registrant last provided disclosure in response
to the requirements of Item 407(c)(2)(iv) of Regulation S-R of Schedule 14(A)
in its definitive proxy statement, or this item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive and
principal financials officers, or persons performing similar functions,
regarding the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR
270.30a-3(c))) as of a date within 90 days of the filing date of the report
that includes the disclosure required by this paragraph,
based on the evaluation of these controls and procedures required by Rule
30a-3(b) under the Act (17 CFR 270.30(a)-3(b) and Rules 13a-15(b) or 15d-15(b)
under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on the evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose any change in the registrant's internal control over financial
reporting (as defined in Rule 30a-3(d) under the Act (17CFR 270.30a-3(d)) that
occured during the second fiscal quarter of the period covered by this report
that has materially affected, or is reasonably likely to materially affect,
the registrant's internal control over financial reporting.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
(a) File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(1) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(2) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2(a) under the Act
(17 CFR 270.30a-2(a)) , exactly as set forth below:
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Series Trust II
By (Signature and Title)* /s/ Daniel K. Kingsbury
Daniel K. Kingsbury, President
Date July 29, 2014
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ Daniel K. Kingsbury
Daniel K. Kingsbury, President
Date July 29, 2014
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer & Chief Accounting & Financial Officer
Date July 29, 2014
* Print the name and title of each signing officer under his or her signature.