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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 811-21654
Pioneer Floating Rate Trust
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: November 30
Date of reporting period: December 1, 2008 through November 30, 2009
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO SHAREOWNERS.
Pioneer Floating
Rate Trust
--------------------------------------------------------------------------------
Annual Report | November 30, 2009
--------------------------------------------------------------------------------
Ticker Symbol: PHD
[LOGO]PIONEER
Investments(R)
visit us: pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 9
Prices and Distributions 10
Performance Update 11
Schedule of Investments 12
Financial Statements 34
Notes to Financial Statements 39
Report of Independent Registered Public Accounting Firm 48
Approval of Investment Advisory Agreement 52
Trustees, Officers and Service Providers 56
Pioneer Floating Rate Trust | Annual Report | 11/30/09 1
President's Letter
Dear Shareowner,
Stock and bond markets around the globe have begun to recover this year from
one of their most tumultuous periods in history. This is a welcome relief, and
we are generally optimistic about the prospects for the economy going forward.
Still, challenges remain. Unemployment is high. Consumer demand and loan growth
are weak; and housing has not returned to normal.
At Pioneer, we have long advocated the benefits of investing for the long term.
This strategy has generally performed well for many investors. Those who
remained invested in the market during the downturn have most likely seen their
portfolios start to recover this year as the Dow Jones Industrial Average
climbed back towards the 10,000 level. Many bond investors have similarly seen
a strong rebound, with a broad-based recovery across many different fixed-income
asset classes. The riskiest asset classes, such as high-yield bonds,
outperformed other fixed-income asset classes through the first eight months of
2009.
At Pioneer, we are not changing the approach to investing that we have used for
more than 80 years. We remain focused on company fundamentals and risk
management. Our investment process is based on careful research into individual
companies, quantitative analysis, and active portfolio management. This
three-pillared process, which we apply to each of our portfolios, is supported
by an integrated team approach and is designed to carefully balance risk and
reward. While we see potential opportunities for making money in many corners
of the markets around the globe, it takes research and experience to separate
solid investment opportunities from speculation.
Following this difficult period, many investors are rethinking their approach
to investing and risk management. Some are questioning whether the basic
investment principles they were taught in the past are still useful in today's
markets. Complicating matters is that financial markets remain unpredictable.
Our advice, as always, is to work closely with a trusted financial advisor to
discuss your goals and work together to develop an investment strategy that
meets your individual needs. There is no single best strategy that works for
every investor.
2 Pioneer Floating Rate Trust | Annual Report | 11/30/09
We invite you to learn more about Pioneer and our time-tested approach to
investing by consulting with your financial advisor or visiting us online at
www.pioneerinvestments.com. We greatly appreciate your trust in us and we thank
you for investing with Pioneer.
Sincerely,
/s/ Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA Inc.
Any information in this shareowner report regarding market or economic trends
or the factors influencing the Trust's historical or future performance are
statements of the opinion of Trust management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 3
Portfolio Management Discussion | 11/30/09
During 2009, the bank-loan market recovered from the turbulence of 2008, as
investors took advantage of the relatively high yields and low prices that bank
loans provided. In the following interview, Jonathan Sharkey discusses the
performance of Pioneer Floating Rate Trust during the 12 months ended November
30, 2009. Mr. Sharkey, a member of Pioneer's Fixed-Income Department, is
responsible for the daily management of the Trust.
Q How did the Trust perform over the 12 months ended November 30, 2009?
A For the 12-month period, Pioneer Floating Rate Trust returned 51.04% at net
asset value and 91.01% at market price. The Trust's benchmark, the Credit
Suisse (CS) Leveraged Loan Index, returned 35.75% over the same period.
Unlike the Trust, the index does not employ leverage. On November 30, 2009,
the Trust's SEC yield was 8.00%.
At November 30, 2009, the Trust was selling at a premium of market price-
to-net asset value of 1.23%. Unlike open-ended funds, the market prices of
closed-end funds go up and down based on supply and demand, irrespective of
a closed-end fund's net asset value per share. It is not unusual to find
closed-end funds trading at a discount or premium to their net asset value.
During the 12-month period, we reduced the Trust's dividend rate. This
cut-back was the result of reduced earnings due to a decline in the London
Interbank Offering Rate (LIBOR) from 2.22% on November 30, 2008, to 0.26%
on November 30, 2009, and the rising number of defaults in the Trust's
portfolio. Because the Trust had a higher percentage of lower-quality names
in its portfolio, it had a higher default rate than its benchmark.
Q What was the investment environment like during the 12-month period ended
November 30, 2009?
A At the beginning of the period, floating-rate loans declined in value in the
aftermath of the bankruptcy of investment bank Lehman Brothers, the collapse
or near-collapse of several other financial institutions, the unwinding of
bank-loan portfolios by hedge funds, and an increase in the number of
defaults. As we moved through 2009, market conditions improved and bank loans
started to recover. At first, only better-quality bank loans did well. Later
on, investors were willing to take on more risk and began purchasing
lower-quality banks loans. This was beneficial for the Trust, which had a
portfolio of loans with an average credit rating of B.
Investor interest in lower-quality names was driven by three key factors:
First, bond funds seeking higher yields and investing in lower-rated loans
4 Pioneer Floating Rate Trust | Annual Report | 11/30/09
that had deep discounts; second, a strong "new issue" market in high-yield
bonds that led to the refinancing of bank loans, with prepayments
redeployed in the secondary market; and third, more stable economic reports
suggesting a better footing for some of the more stressed companies.
Q Can you comment on the use of leverage in the Trust's portfolio?
A We believe the use of leverage for investment purposes can increase
investment opportunity, as well as investment risk. The Trust uses financial
leverage primarily in an effort to increase dividend yield to common
shareowners. The Trust uses auction-rate preferred shares as a low-cost way
of borrowing to provide leverage for the Trust. In December 2008 and January
2009, we redeemed auction rate preferred shares in order to meet regulatory
and ratings agency asset coverage requirements for the preferred shares.
While leverage was a detractor from the Trust's performance in 2008 and
during the first half of 2009, it was a contributor to performance relative
to the benchmark CS Leveraged Loan Index over the last six months of the
Trust's fiscal year ended November 30, 2009.
Q How did you manage the Trust during the 12-month period ended November 30,
2009?
A We put cash to work and increased the Trust's overall diversification by
adding new holdings to the portfolio and reducing exposure to the top-twenty
names. Overall, we added more than 120 names to the Trust's portfolio, most
of which were "up-in-quality" investments.
The largest position in the Trust's portfolio was in loans to consumer
companies, which represented 18.6% of the Trust's total investment
portfolio for loans at November 30, 2009. Consumer companies include food
suppliers, service companies, consumer staples companies, specialty
retailers, gaming, building products and auto parts suppliers. The Trust
invested in Cooper Standard Automotive, a global automotive supplier,
Hanesbrands, an apparel company, and hotels, restaurants and leisure
companies. Among retailers, we added Sally Beauty Holdings, a beauty supply
company, to the Trust's portfolio, and QVC, a home shopping network. The
Trust also favored defensive consumer staples companies, such as food and
household products businesses, which are somewhat recession resistant.
Media companies accounted for 19.0% of the Trust's total investment
portfolio for loans. Here, too, we moved the portfolio into more defensive
cable, broadcast and satellite companies.
Because of the uncertainty surrounding health care in the wake of the
heated debate raging in Washington over industry reforms, we reduced the
Trust's exposure to the sector. However, our ability to take the Trust's
allocation to health care down was hampered by some of the Trust's holdings
of
Pioneer Floating Rate Trust | Annual Report | 11/30/09 5
illiquid pharmaceutical bonds. The pharmaceutical bonds have a low
correlation with the credit markets. At this time we remain comfortable
holding them in the portfolio. Technology was one of the strongest
performing sectors throughout the year, and we added to the Trust's
technology position, favoring companies that did well during the economic
downturn. Infor Global Solutions, a software company, is an example.
In terms of credit quality and based on S&P ratings, on November 30, 2009
57.0% of the Trust's total investment portfolio was invested in loans rated
"B" or higher, while 43.0% was invested in lower-quality obligations rated
"CCC" or lower.
Q What holdings influenced the Trust's performance the most during the 12
months ended November 30, 2009?
A Infor Global, Spectrum Brands, which emerged from bankruptcy and resumed
paying its bank debt, and Toys R US were holdings that contributed to the
Trust's performance results. Certain cable and broadcasting companies also
fared well, with Univision, a Spanish-language television network, being one
of the biggest outperformers in the Trust's portfolio. WideOpenWest also
aided returns, as did Seven Media, a TV network in Australia.
Holdings that detracted from the Trust's performance included the illiquid
pharmaceutical bonds mentioned above, and virtually anything to do with
building or real estate. Examples of holdings which held back the Trust's
results are Atrium, a building materials company, and Lake at Las Vegas, a
real estate land deal.
Q What is your investment outlook?
A Floating-rate loans, as an asset class, have a distinct advantage over most
other yield-oriented investments in that they have the potential to increase
income to investors as interest rates rise. Another key benefit to bank loans
is that they are generally secured with the assets and stock of the borrowing
firm, and typically have stronger recovery ratings than bonds. Despite the
rally to date, bank loans generally still have been trading at discounts to
their par values. In a rising interest-rate environment, investment demand
for bank loans should increase, which would help support loan prices. As
such, the price appreciation potential would only be realized if interest
rates start rising, although we are not ready to predict when that may occur.
Given stabilization in the economy, the major ratings agencies are
forecasting a drop in defaults over the next 12 months. A more stable economy
should also enhance borrowers' ability to refinance or make acquisitions,
which could also lead to more discounted loans getting redeemed or repaid at
par value.
Going forward, we will continue to look for opportunities in bank loans
that may have been previously out of favor with the market, but we do not
intend
6 Pioneer Floating Rate Trust | Annual Report | 11/30/09
to increase the Trust's overall risk profile. We believe bank loans present
an interesting opportunity for appropriate investors who may be interested
in the potential for generous income and some possible capital
appreciation.
Please refer to the Schedule of Investments on pages 12-33 for a full listing
of Trust securities.
Information regarding the Trust's principal investment risks is contained in
the Trust's original offering prospectus and shareholder reports from time to
time. Please refer to this document when considering the Trust's risks.
The Trust may invest in derivative securities, which may include futures and
options. These types of instruments can increase price fluctuation.
The Trust is not limited in the percentage of its assets that may be invested
in floating-rate senior loans and other securities deemed to be illiquid.
Illiquid securities may be difficult to dispose of at a fair price at the times
when the Trust believes it is desirable to do so and their market price is
generally more volatile than that of more liquid securities. Illiquid
securities are also more difficult to value, and investment of the Trust's
assets in illiquid securities may restrict the Trust's ability to take
advantage of market opportunities.
The Trust currently uses leverage through the issuance of preferred shares. The
Trust also is authorized to borrow from banks and to issue debt securities,
which are other forms of leverage. Leverage creates significant risks,
including the risk that the Trust's income or capital appreciation will not be
sufficient to cover the cost of leverage, which may adversely affect the return
for the holders of common shares.
The Trust is not diversified, which means that it can invest a higher
percentage of its assets in any one issuer than a diversified fund. Being
non-diversified may magnify the Trust's losses from adverse events affecting a
particular issuer.
Investments in high-yield or lower-rated securities are subject to
greater-than-average risk. The Trust may invest in securities of issuers that
are in default or that are in bankruptcy.
Investing in foreign and/or emerging markets securities involves risks relating
to interest rates, currency exchange rates and economic and political
conditions.
The Trust is required to maintain certain regulatory and rating agency asset
coverage requirements in connection with its outstanding preferred shares. In
order to maintain required asset coverage levels, the Trust may be required to
alter the composition of its investment portfolio or take other actions, such
as redeeming preferred shares with the proceeds from portfolio transactions, at
what might be inopportune times in the market. Such actions could reduce the
net earnings or returns to holders of the Trust's common shares over time.
Past performance is no guarantee of future results, and there is no guarantee
that market forecasts discussed will be realized.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 7
Any information in this shareowner report regarding market or economic trends
or the factors influencing the Trust's historical or future performance are
statements of the opinion of the Trust's adviser as of the date of this report.
These statements should not be relied upon for any other purposes.
8 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Portfolio Summary | 11/30/09
Portfolio Diversification
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Senior Secured Loans 87.4%
Corporate Bonds 8.7%
Temporary Cash Investment 0.9%
Collateralized Loan Obligations 1.0%
Common Stock 2.0%
Claims* 0.0%
Warrants* 0.0%
* Amount is less than 0.1%
Portfolio Quality
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio; based on S&P ratings.)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
BBB 2.2%
BB 24.6%
B 25.7%
CCC 3.1%
CC 0.2%
D 3.0%
Not Rated** 40.3%
Cash Equivalents 0.9%
The Trust is actively managed and current holdings may be different.
** These securities are judged to be similar but slightly lower in quality than
the rest of the portfolio.
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of long-term holdings)*
1. SMG H5 Pty, Ltd., Facility Term Loan A, 5.73%--6.058%, 12/24/12 2.78%
2. Mylan, Inc., U.S. Tranche B Term Loan, 3.563%, 10/2/14 2.73
3. Azithromycin Royalty Sub LLC, 16.0%, 5/15/19 (144A) 2.52
4. Solutia, Inc., Term Loan, 7.25%, 2/28/14 2.44
5. HCA, Inc., Tranche B-1 Term Loan, 2.533%, 11/18/13 2.20
6. Broadstripe LLC, First Lien Term Loan, 9.25%--11.25%, 6/30/11 2.14
7. Wm. Wrigley Jr. Co., Tranche B Term Loan, 6.5%, 9/30/14 2.00
8. Univision Communications, Inc., Initial Term Loan, 2.533%, 9/29/14 2.00
9. Cequel Communications LLC, Term Loan, 2.255%--4.25%, 11/5/13 1.97
10. Ford Motor Co., Tranche B-1 Term Loan, 3.24%--3.29%, 12/15/13 1.87
* This list excludes temporary cash and derivative investments. 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 Floating Rate Trust | Annual Report | 11/30/09 9
Prices and Distributions | 11/30/09
Market Value per Common Share
--------------------------------------------------------------------------------
11/30/09 11/30/08
$11.54 $6.90
--------------------------------------------------------------------------------
Premium (Discount) 1.23% (19.95)%
--------------------------------------------------------------------------------
Net Asset Value per Common Share
--------------------------------------------------------------------------------
11/30/09 11/30/08
$11.40 $8.62
--------------------------------------------------------------------------------
Distributions per Common Share: 12/1/08-11/30/09
--------------------------------------------------------------------------------
Net
Investment Tax Return Short-Term Long-Term
Income of Capital Capital Gains Capital Gains
$1.117 $0.053 $ -- $ --
--------------------------------------------------------------------------------
Yields
--------------------------------------------------------------------------------
11/30/09 11/30/08
Distribution Yield at Market Price 10.14% 24.69%
--------------------------------------------------------------------------------
Distribution Yield at Net Asset Value 10.26% 19.76%
--------------------------------------------------------------------------------
30-day SEC Yield 8.00% 25.60%
--------------------------------------------------------------------------------
Past performance data quoted represents past performance, which is no guarantee
of future results.
10 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Performance Update | 11/30/09
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in market value, including
reinvestment of dividends and distributions, of a $10,000 investment made in
common shares of Pioneer Floating Rate Trust, compared to that of the Credit
Suisse ("CS") Leveraged Loan Index, an index of senior secured U.S. dollar
denominated loans.
Cumulative Total Returns
(As of November 30, 2009)
-----------------------------------------------------------
Net Asset Market
Value Value
-----------------------------------------------------------
Life-of-Trust
(12/23/04) 1.41% -2.16%
-----------------------------------------------------------
1 Year 51.04 91.01
-----------------------------------------------------------
[THE DATA BELOW WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Pioneer Floating Rate Trust CS Leveraged Loan Index
12/04 10,000 10,000
11/05 9,023 10,033
11/06 10,913 10,054
11/07 10,972 9,880
11/08 5,122 9,211
11/09 9,783 10,029
Call 1-800-225-6292 or visit pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
Performance data shown represents past performance. Past performance is no
guarantee of future results. Investment return and market price will fluctuate,
and your shares may trade below Net Asset Value "NAV", due to such factors as
interest rate changes, and the perceived credit quality of borrowers.
Total investment return does not reflect broker sales charges or commissions.
All performance is for common shares of the Trust.
Closed-end funds, unlike open-end funds, are not continuously offered. There is
a one-time public offering and, once issued, shares of closed-end funds are
sold in the open market through a stock exchange and frequently trade at prices
lower than their NAV. NAV per common share is total assets less total
liabilities, which includes preferred shares, divided by the number of common
shares outstanding.
When NAV is lower than market price, dividends are assumed to be reinvested at
the greater of NAV or 95% of the market price. When NAV is higher than market
price, dividends are assumed to be reinvested at prices obtained under the
Trust's dividend reinvestment plan.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Trust distributions.
Index comparison begins on 12/31/04. The CS Leveraged Loan Index is a
representative index of tradeable, senior, secured U.S. dollar-denominated
loans. The index began in January 1992. Index returns are calculated monthly,
assume reinvestment of dividends and, unlike Trust returns, do not reflect any
fees, expenses or sales charges. The index is not leveraged. You cannot invest
directly in an index.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 11
Schedule of Investments | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
COLLATERALIZED LOAN
OBLIGATIONS -- 1.6% of Net Assets
BANKS -- 1.2%
Diversified Banks -- 0.6%
1,000,000(a)(b)(c) BBB/Caa2 Primus, Ltd., 2007-2A D, 1.684%,
7/15/21 (144A) $ 404,830
1,000,000(a)(b) CCC+/B2 Rampart, Ltd., 2006-1A, 3.834%,
4/18/21 (144A) 642,480
953,499(a)(b) CCC-/Caa3 Stanfield McLaren, Ltd., 2007-1A B2L,
4.756%, 2/27/21 (144A) 604,842
------------
$ 1,652,152
-------------------------------------------------------------------------------------------------------
Thrifts & Mortgage Finance -- 0.6%
1,013,186(a)(b) BBB/Ca Gulf Stream Sextant, Ltd., 2007-1A D,
2.693%, 6/17/21 (144A) $ 507,728
1,000,000(a)(b) BB/Caa3 Landmark CDO, Ltd., 2007-9A E,
3.784%, 4/15/21 (144A) 422,820
2,000,000(a)(b) BB+/Ba3 Stone Tower, Ltd., 2007-6A C,
1.634%, 4/17/21 (144A) 900,000
------------
$ 1,830,548
------------
Total Banks $ 3,482,700
-------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.4%
Other Diversified Financial Services -- 0.2%
1,000,000(a)(b) BBB/B1 ACA, Ltd. 2007-1A D, 2.634%, 6/15/22 (144A) $ 483,340
-------------------------------------------------------------------------------------------------------
Investment Banking & Brokerage -- 0.2%
1,000,000(a)(b) BBB-/B3 Goldman Sachs Asset Management Plc,
2007-1A D, 3.031%, 8/1/22 (144A) $ 519,610
------------
Total Diversified Financials $ 1,002,950
-------------------------------------------------------------------------------------------------------
TOTAL COLLATERALIZED LOAN OBLIGATIONS
(Cost $6,248,788) $ 4,485,650
-------------------------------------------------------------------------------------------------------
SENIOR SECURED FLOATING RATE LOAN
INTERESTS -- 145.0% of Net Assets*
ENERGY -- 6.5%
Oil & Gas Drilling -- 1.8%
2,184,684 NR/NR Big West Oil LLC, Delayed Advance Term Loan,
4.5%, 5/15/14 $ 2,102,758
1,737,816 NR/NR Big West Oil LLC, Initial Advance Term Loan,
4.5%, 5/15/14 1,672,648
934,038(a)(d)(e) NR/NR TARH E&P Holding, L.P., First Lien Second Out
Credit Facility Term Loan, 3.67%, 6/29/12 934,037
359,249(a)(d)(e) NR/NR TARH E&P Holding, L.P., Second Lien Term Loan,
14.0%, 6/29/12 341,286
------------
$ 5,050,729
-------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
12 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Oil & Gas Equipment & Services -- 2.0%
2,242,816 BB-/B2 Coffeyville Resources LLC, Tranche D Term Loan,
8.5%, 12/28/13 $ 2,242,816
4,324,706(a)(d) NR/NR Value Creation, Inc., Term Loan, 12.5%, 2/15/10 3,448,953
------------
$ 5,691,769
-------------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 1.7%
4,995,000(a)(c) NR/NR Crusader Energy Group, Inc., Second Lien Term
Loan, 12.0%, 7/18/13 $ 3,246,750
1,612,942 BB-/B3 VenoCo., Inc., Second Lien Term Loan,
4.25%, 5/8/14 1,439,048
------------
$ 4,685,798
-------------------------------------------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 0.6%
1,700,000 NR/NR Pilot Travel Centers LLC, Term Loan B,
3.5%, 11/24/15 $ 1,704,250
-------------------------------------------------------------------------------------------------------
Oil & Gas Storage & Transportation -- 0.4%
1,042,109 B/B1 Atlas Pipeline Partners, L.P., Term Loan,
6.75%, 7/27/14 $ 1,021,266
------------
Total Energy $ 18,153,812
-------------------------------------------------------------------------------------------------------
MATERIALS -- 6.6%
Diversified Chemicals -- 4.2%
454,244 BBB-/Ba1 Ashland, Inc., Term B Borrowing,
7.65%, 5/13/14 $ 462,856
10,996,679 B+/Ba3 Solutia, Inc., Term Loan, 7.25%, 2/28/14 11,169,481
------------
$ 11,632,337
-------------------------------------------------------------------------------------------------------
Specialty Chemicals -- 0.3%
746,250 BB+/Ba1 Nalco Co., Term Loan, 6.5%, 5/13/16 $ 754,179
-------------------------------------------------------------------------------------------------------
Paper Packaging -- 1.1%
457,381 B+/B1 Graham Packaging Co., L.P., Term Loan B.,
2.5%, 10/7/11 $ 443,742
891,097 B+/B1 Graham Packaging Co., L.P., Term Loan C,
6.75%, 4/5/14 891,765
1,999,540 BB-/Ba3 Graphic Packaging International, Inc., Incremental
Term Loan, 2.984% - 5.0%, 5/16/14 1,892,065
------------
$ 3,227,572
-------------------------------------------------------------------------------------------------------
Aluminum -- 0.5%
1,400,000 NR/NR Reynolds Group Holdings, Inc., U.S. Term Loan,
6.25%, 11/5/15 $ 1,401,313
-------------------------------------------------------------------------------------------------------
Steel -- 0.5%
1,399,328 BB-/B3 Essar Steel Algoma, Inc., Term Loan,
8.0%, 6/20/13 $ 1,328,196
------------
Total Materials $ 18,343,597
-------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 13
Schedule of Investments | 11/30/09 (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
CAPITAL GOODS -- 6.5%
Aerospace & Defense -- 2.2%
487,429 B+/B3 Aeroflex, Inc., Tranche B-2 Term Loan,
4.063%, 8/15/14 $ 443,764
2,019,189 BBB-/Ba1 BE Aerospace, Inc., Tranche B Term Loan,
5.75%, 7/28/14 2,031,305
757,268 B/B3 DAE Aviation Holdings, Inc., Tranche B-1 Term
Loan, 4.04%, 7/31/14 694,794
1,680,295 BB/B1 Hunter Defense Technologies, Inc., Term Loan,
3.54%, 8/22/14 1,529,068
909,002(d) CCC+/NR IAP Worldwide Services, Inc., First Lien Term Loan,
9.25% - 9.5%, 12/30/12 774,167
740,842 B/NR Standard Aero, Ltd., Tranche B-2 Term Loan,
4.04%, 7/31/14 679,722
------------
$ 6,152,820
-------------------------------------------------------------------------------------------------------
Building Products -- 1.5%
5,641,747(c)(d) D/Caa3 Atrium Companies, Inc., Closing Date Term Loan,
11.75%, 5/31/12 $ 2,947,813
1,332,162 NR/NR Custom Building Products, Inc., First Lien Term
Loan, 8.0%, 10/29/11 1,297,193
------------
$ 4,245,006
-------------------------------------------------------------------------------------------------------
Construction & Engineering -- 0.6%
1,686,306 BB+/Ba1 URS Corp., Tranche B Term Loan,
2.533%, 5/15/13 $ 1,649,769
-------------------------------------------------------------------------------------------------------
Industrial Conglomerates -- 0.4%
992,308 BB-/Ba2 Kansas City Southern Railway Co., Advance Term
Loan B, 1.99% - 2.04%, 4/28/13 $ 932,769
-------------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy
Trucks -- 1.8%
4,224,359 BB/B1 Manitowoc Co., Inc., Term Loan B, 7.5%, 11/6/14 $ 4,068,586
1,000,000 BB-/B2 Oshkosh Truck Corp., Term Loan B,
6.29% - 6.33%, 12/6/13 1,000,069
------------
$ 5,068,655
------------
Total Capital Goods $ 18,049,019
-------------------------------------------------------------------------------------------------------
COMMERCIAL & PROFESSIONAL
SERVICES -- 5.0%
Commercial Printing -- 1.2%
71,856 NR/Ba3 Cenveo Corp., Delayed Draw Term Loan,
4.792%, 6/21/13 $ 69,431
2,516,795 BB-/Ba3 Cenveo Corp., Facility Term Loan C,
4.792%, 6/21/13 2,431,853
748,646 NR/B1 World Color Press, Inc. & World Color (USA)
Corp., Advance Term Loan, 9.0%, 7/21/12 752,857
------------
$ 3,254,141
-------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
14 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Diversified Commercial & Professional
Services - 2.4%
972,500 NR/Ba3 Aramark Canada, Ltd., Canadian Term Loan,
2.158%, 1/26/14 $ 875,250
6,221,341 NR/NR Cydcor, Inc., First Lien Tranche B Term Loan,
9.0%, 2/5/13 5,754,741
------------
$ 6,629,991
-------------------------------------------------------------------------------------------------------
Environmental & Support Services -- 0.2%
423,938 BB/Ba2 Casella Waste Systems, Inc., Term Loan B,
7.0%, 4/9/14 $ 426,057
-------------------------------------------------------------------------------------------------------
Diversified Support Services -- 0.9%
791,916 BB-/Ba3 Allied Security Holdings LLC, Term Loan,
6.75%, 2/20/15 $ 798,350
1,750,000 NR/NR Language Line LLC, Tranche B Term Loan,
5.75%, 11/4/15 1,722,656
------------
$ 2,521,006
-------------------------------------------------------------------------------------------------------
Security & Alarm Services -- 0.3%
1,000,000 NR/NR Protection One Alarm Monitoring, Inc., Tranche
B-2 Term Loan, 10.0%, 3/31/14 $ 961,250
------------
Total Commercial & Professional Services $ 13,792,445
-------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 3.2%
Airlines -- 1.6%
980,000 NR/Ba2 Delta Airlines, Inc., Credit-Linked Deposit Loan,
8.656%, 4/30/12 $ 868,934
473,939 B/B2 Delta Airlines, Inc., Second Lien Term Loan,
3.534%, 4/30/14 388,461
900,000 BB-/Ba2 Delta Airlines, Inc., Term Loan, 8.75%, 9/27/13 899,625
3,650,000 B+/B3 US Airways Group, Inc., Term Loan,
2.781%, 3/21/14 2,422,688
------------
$ 4,579,708
-------------------------------------------------------------------------------------------------------
Marine -- 0.5%
1,500,000 NR/NR Horizon Lines LLC, Term Loan, 3.25%, 8/8/12 $ 1,275,000
-------------------------------------------------------------------------------------------------------
Trucking -- 0.5%
1,611,960(c)(d) NR/NR Gainey Corp., Term Loan, 3.25%, 4/20/12 $ 423,139
377,149 NR/NR SIRVA Worldwide, Inc., Revolving Credit Loan,
9.5%, 5/12/12 169,717
2,390,693(d) NR/NR SIRVA Worldwide, Inc., Second Lien Term Loan,
12.0%, 5/12/15 328,720
1,018,606 NR/NR SIRVA Worldwide, Inc., Term Loan,
9.5%, 5/12/12 509,303
------------
$ 1,430,879
-------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 15
Schedule of Investments | 11/30/09 (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Airport Services -- 0.6%
1,797,493 NR/NR AWAS Capital, Inc., First Lien Term Loan,
2.063%, 3/24/13 $ 1,649,200
------------
Total Transportation $ 8,934,787
-----------------------------------------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 5.8%
Auto Parts & Equipment -- 2.7%
2,530,753 B/B2 Allison Transmission, Inc., Term Loan,
2.99% - 3.04%, 8/7/14 $ 2,231,281
37,495 NR/NR Cooper-Standard Automotive Canada, Ltd.,
Canadian Revolving Loan (CAM), 7.0%, 12/23/10 35,902
32,045 D/NR Cooper-Standard Automotive Canada, Ltd.,
Tranche A Term Loan (CAM), 7.0%, 12/23/10 30,684
97,713 D/NR Cooper-Standard Automotive Canada, Ltd.,
Tranche B Term Loan, 7.0%, 12/23/11 93,560
40,695 NR/NR Cooper-Standard Automotive, Inc., Multicurrency
Revolving Loan (CAM), 7.0%, 12/23/10 38,965
244,083 D/NR Cooper-Standard Automotive, Inc., Tranche C
Term Loan, 7.0%, 12/23/11 233,710
271,324 D/NR Cooper-Standard Automotive, Inc., Tranche D
Term Loan, 7.0%, 12/23/11 259,793
134,653 NR/NR Cooper-Standard Automotive, Inc., Tranche E
Term Loan, 7.0%, 12/23/11 128,930
89,535 D/NR Cooper-Standard Automotive, Inc., U.S. Revolving
Loan (CAM), 2.75% -- 7.0%, 12/23/10 85,730
3,900,000 NR/NR Key Safety Systems, Inc., First Lien Term Loan,
2.492% - 2.533%, 3/8/14 2,635,749
1,687,500 NR/NR Lear Corp., Delayed Draw Term Loan,
7.5%, 10/15/14 1,694,883
------------
$ 7,469,187
-----------------------------------------------------------------------------------------------------------
Automobile Manufacturers -- 3.1%
9,724,459 B-/Ba3 Ford Motor Co., Tranche B-1 Term Loan,
3.24% - 3.29%, 12/15/13 $ 8,581,835
------------
Total Automobiles & Components $ 16,051,022
-----------------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 1.5%
Homebuilding -- 0.7%
2,369,368(c)(d) NR/NR Ginn LA Conduit Lender, Inc., First Lien Tranche A
Credit-Linked Deposit Loan, 6.478%, 6/8/11 $ 201,396
5,077,235(c)(d) NR/NR Ginn LA Conduit Lender, Inc., First Lien Tranche B
Term Loan, 6.196%, 6/8/11 431,565
1,907,427(a)(c)(d) NR/NR Rhodes Companies LLC, First Lien Term Loan,
9.75% - 15.75%, 11/21/10 327,839
The accompanying notes are an integral part of these financial statements.
16 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Homebuilding -- (continued)
1,000,000(c)(f) NR/NR WAICCS Las Vegas 3 LLC, First Lien Term Loan,
7.75%, 7/30/09 $ 200,000
4,500,000(c)(f) NR/NR WAICCS Las Vegas 3 LLC, Second Lien Term
Loan, 13.25%, 7/30/09 663,750
------------
$ 1,824,550
-----------------------------------------------------------------------------------------------------------
Housewares & Specialties -- 0.5%
768,935 BB/Ba2 Jarden Corp., Term Loan B-3, 2.783%, 1/24/12 $ 750,947
650,134 BB-/Ba3 Yankee Candle Co., Inc., Term Loan,
2.24%, 2/6/14 601,838
------------
$ 1,352,785
-----------------------------------------------------------------------------------------------------------
Apparel, Accessories & Luxury Goods -- 0.3%
835,242 BB+/Ba1 Hanesbrands, Inc., Term Loan B, 5.032%, 9/5/13 $ 837,778
------------
Total Consumer Durables & Apparel $ 4,015,113
-----------------------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 3.6%
Casinos & Gaming -- 1.4%
5,000,000(a)(c) NR/NR Fontainebleau Florida Hotel LLC, Tranche C Term
Loan, 10.0%, 6/6/12 $ 1,575,000
666,667(c) NR/NR Fontainebleau Las Vegas LLC, Delayed Draw Term
Loan, 6.0%, 6/6/14 212,222
1,333,333(c) NR/NR Fontainebleau Las Vegas LLC, Initial Term Loan,
6.0%, 6/6/14 424,444
1,200,000 NR/NR Harrah's Operating Co., Inc., Term Loan B-4,
9.5%, 10/31/16 1,166,100
715,085 BB+/Ba2 Penn National Gaming, Inc., Term Loan B,
1.98% - 2.03%, 10/3/12 686,034
------------
$ 4,063,800
-----------------------------------------------------------------------------------------------------------
Hotels, Resorts & Cruise Lines -- 0.4%
1,190,445 NR/NR Yellowstone Mountain Club LLC, Senior First Lien
Term Loan, 6.0%, 7/16/14 $ 1,005,926
-----------------------------------------------------------------------------------------------------------
Leisure Facilities -- 0.7%
12,111(a)(c) NR/NR Lake at Las Vegas Joint Venture, Mezzaine Loan,
20.0%, 12/31/09 $ 424
587,649(a)(c) NR/NR Lake at Las Vegas Joint Venture, Revolving Credit-
Linked Deposit Account Loan, 12.35%, 12/22/12 17,140
6,158,377(a)(c)(d) NR/NR Lake at Las Vegas Joint Venture, Term Loan,
12.35%, 12/22/12 179,622
1,765,105(d) NR/NR Lake at Las Vegas Joint Venture, Term Loan,
9.734%, 12/31/09 970,808
750,000 NR/NR Universal City Development Partners, Ltd., Term
Loan, 6.5%, 11/6/14 748,711
------------
$ 1,916,705
-----------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 17
Schedule of Investments | 11/30/09 (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Education Services -- 0.6%
1,800,000 BB-/Ba3 Bright Horizons Family Solutions, Inc., Tranche B
Term Loan, 7.5%, 5/28/15 $ 1,796,400
---------------------------------------------------------------------------------------------------------------
Specialized Consumer Services -- 0.5%
1,250,000 B/Ba3 Adesa, Inc., Initial Term Loan, 2.49%, 10/21/13 $ 1,159,375
165,585 NR/Ba3 Travelport LLC, Incremental Term Loan C,
10.5%, 8/23/13 166,827
------------
$ 1,326,202
------------
Total Consumer Services $ 10,109,033
---------------------------------------------------------------------------------------------------------------
MEDIA -- 27.5%
Advertising -- 0.6%
1,640,000 BB/NR Lamar Media Corp., Incremental Term Loan
Series B, 3.5%, 9/28/12 $ 1,632,805
---------------------------------------------------------------------------------------------------------------
Broadcasting -- 9.8%
2,658,731 NR/Baa3 Discovery Communications Holding, LLC, Term
Loan C, 5.25%, 5/14/14 $ 2,680,666
AUD 16,476,857 NR/NR SMG H5 Pty, Ltd., Facility Term Loan A,
5.73% - 6.058%, 12/28/12 12,744,347
11,115,966 B-/B2 Univision Communications, Inc., Initial Term Loan,
2.533%, 9/29/14 9,167,204
3,769,895(a)(c) D/NR Young Broadcasting, Inc., Term Loan,
4.75%, 11/3/12 2,665,855
------------
$ 27,258,072
---------------------------------------------------------------------------------------------------------------
Cable & Satellite -- 11.0%
19,591,675(a)(c)(d)(e) NR/NR Broadstripe LLC, First Lien Term Loan,
9.25% - 11.25%, 6/30/11 $ 9,795,837
1,428,203(a)(c)(d)(e) NR/NR Broadstripe LLC, Revolver Credit Loan,
8.87% - 11.42%, 6/30/11 714,102
9,731,809 BB-/Ba3 Cequel Communications LLC, Term Loan,
2.255% - 4.25%, 11/5/13 9,022,195
4,949,622 D/B1 Charter Communications Operating LLC, New
Term Loan, 4.24%, 3/6/14 4,592,839
6,742,294 B/B1 Knology, Inc., Term Loan, 2.484%, 6/30/12 6,472,602
------------
$ 30,597,575
---------------------------------------------------------------------------------------------------------------
Movies & Entertainment -- 5.1%
2,380,607 NR/NR Alpha Topco, Ltd., Facility Term Loan B-1,
2.359%, 12/31/13 $ 2,104,456
1,608,032 NR/NR Alpha Topco, Ltd., Facility Term Loan B-2,
2.359%, 12/31/13 1,421,500
1,650,000 B-/B3 Lodgenet Entertainment Corp., Closing Date Term
Loan, 2.29%, 4/4/14 1,505,625
7,754,133(c) NR/NR Metro-Goldwyn-Mayer, Inc., Tranche B Term Loan,
5.5%, 4/9/12 4,917,415
The accompanying notes are an integral part of these financial statements.
18 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Movies & Entertainment -- (continued)
4,875,500 B-/B1 WideOpenWest Finance LLC, First Lien Term Loan,
2.742% - 4.75%, 6/30/14 $ 4,479,366
------------
$ 14,428,362
----------------------------------------------------------------------------------------------------------
Publishing -- 1.0%
EURO 935,574 NR/NR Mediannuaire Holding, Term Loan B-2,
3.028%, 10/10/14 $ 1,005,862
EURO 935,574 NR/NR Mediannuaire Holding, Term Loan C,
3.528%, 10/9/15 1,005,862
3,500,000(c) CC/Caa3 Penton Media Holdings, Inc., Second Lien Term
Loan, 5.281%, 2/1/14 775,835
------------
$ 2,787,559
------------
Total Media $ 76,704,373
----------------------------------------------------------------------------------------------------------
RETAILING -- 5.7%
Distributors -- 0.9%
15,133,432(a)(c)(d) NR/NR Home Interiors & Gifts, Inc., Proof of Claims,
6.86% -- 8.02%, 3/31/11 $ 2,648,351
----------------------------------------------------------------------------------------------------------
Catalog Retail -- 0.2%
554,615 NR/NR QVC, Inc., Tranche 2-W Term Loan,
3.737%, 10/4/11 $ 551,149
----------------------------------------------------------------------------------------------------------
General Merchandise Stores -- 2.8%
3,319,722 BB-/Ba3 Dollar General Corp., Tranche B-1 Term Loan,
2.984% - 3.031%, 7/7/14 (144A) $ 3,123,444
4,987,500 B-/B2 Dollar General Corp., Tranche B-2 Term Loan,
2.984%, 7/7/14 (144A) 4,668,160
------------
$ 7,791,604
----------------------------------------------------------------------------------------------------------
Specialty Stores -- 1.8%
967,414 BB/B1 Sally Holdings LLC, Term Loan B,
2.48%, 11/16/13 $ 915,566
4,180,099 BB-/B1 Toys R Us -- Delaware, Inc., Tranche B Term Loan,
4.486%, 7/19/12 4,042,286
------------
$ 4,957,852
------------
Total Retailing $ 15,948,956
----------------------------------------------------------------------------------------------------------
FOOD & STAPLES RETAILING -- 2.1%
Drug Retail -- 0.5%
1,400,000 B+/B3 Rite Aid Corp., Tranche 4 Term Loan,
9.5%, 6/10/15 $ 1,448,416
----------------------------------------------------------------------------------------------------------
Food Retail -- 1.6%
4,887,500 B/B2 Pinnacle Foods Finance LLC, Term Loan,
2.994%, 4/2/14 $ 4,464,731
------------
Total Food & Staples Retailing $ 5,913,147
----------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 19
Schedule of Investments | 11/30/09 (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
FOOD, BEVERAGE & TOBACCO -- 5.4%
Distillers & Vintners -- 0.4%
1,100,000 BB/Ba3 Constellation Brands, Inc., New Tranche B Term
Loan, 1.75%, 6/5/13 $ 1,045,612
-------------------------------------------------------------------------------------------------------
Packaged Foods & Meats -- 5.0%
994,898 BB/B1 Dean Foods Co., Tranche B Term Loan,
1.615%, 4/2/14 $ 924,011
260,245 BB-/Ba2 Dole Food Co., Inc., Credit-Linked Deposit Loan,
0.284%, 4/12/13 262,894
309,911 BB-/Ba2 Dole Food Co., Inc., Tranche B Term Loan,
8.0%, 4/12/13 313,065
951,461 BB-/Ba2 Dole, Ltd., Tranche C Term Loan, 8.0%, 4/12/13 961,146
2,540,730 NR/NR Sturm Foods, Inc., Initial First Lien Term Loan,
2.813%, 1/31/14 2,351,763
9,143,750 NR/NR Wm. Wrigley Jr. Co., Tranche B Term Loan,
6.5%, 10/6/14 9,195,165
------------
$ 14,008,044
------------
Total Food, Beverage & Tobacco $ 15,053,656
-------------------------------------------------------------------------------------------------------
HOUSEHOLD & PERSONAL PRODUCTS -- 4.4%
Household Products -- 3.0%
2,493,019 B+/B1 Central Garden & Pet Co., Tranche B Term Loan,
1.74%, 9/30/12 $ 2,368,368
1,700,000 NR/NR JohnsonDiversey, Inc., Tranche B Dollar Term
Loan, 3.5%, 11/24/15 1,700,000
4,136,339(d) NR/B3 Spectrum Brands, Inc., Dollar Term Loan B,
8.0% - 8.75%, 6/30/12 4,020,005
210,397 NR/NR Spectrum Brands, Inc., LC Loan, 1.5%, 6/30/12 204,479
------------
$ 8,292,852
-------------------------------------------------------------------------------------------------------
Personal Products -- 1.4%
979,950(a) NR/NR Appleseed's Intermediate Holdings, Inc., First Lien
Term Loan, 4.24%, 4/30/13 $ 465,476
1,100,000 NR/NR Brickman Group Holdings, Inc., Tranche B Term
Loan, 2.283%, 1/23/14 1,023,000
2,500,000 B+/Ba3 Revlon Consumer Products Corp., Term Loan,
4.29% - 4.3%, 1/15/12 2,417,708
------------
$ 3,906,184
------------
Total Household & Personal Products $ 12,199,036
-------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 11.8%
Health Care Equipment & Services -- 1.5%
714,286 B/NR Fenwal, Inc., First Lien Delayed Draw Term Loan,
2.506%, 2/28/14 $ 618,452
4,178,571 B/NR Fenwal, Inc., Initial First Lien Term Loan,
2.484% - 2.506%, 2/28/14 3,617,945
------------
$ 4,236,397
-------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
20 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Health Care Supplies -- 2.8%
464,930 BB-/B1 Bausch & Lomb, Inc., Delayed Draw Term Loan,
3.504% - 3.533%, 4/24/15 $ 437,034
1,914,539 BB-/B1 Bausch & Lomb, Inc., Parent Term Loan,
3.533%, 4/24/15 1,799,667
2,690,092 BB-/B1 Biomet, Inc., Dollar Term Loan,
3.254% - 3.285%, 3/25/15 2,555,071
5,163,713(c) D/NR CCS Medical, Inc., First Lien Term Loan,
4.35%, 9/30/12 2,771,195
150,564 NR/NR CCS Medical, Inc., Term Loan, 11.0%, 1/14/10 150,564
------------
$ 7,713,531
---------------------------------------------------------------------------------------------------
Health Care Services -- 2.8%
750,000 NR/NR Alliance HealthCare Services, Initial Term Loan,
3.5%, 6/1/16 $ 741,563
1,290,040 NR/Baa3 Fresenius SE, Tranche B-1 Term Loan,
6.75%, 9/10/14 1,298,563
2,931,298 CCC+/B2 LifeCare Holdings, Term Loan, 4.54%, 8/10/12 2,454,962
1,006,111(d) NR/NR Medical Staffing Network, Inc., Second Lien Term
Loan, 13.5%, 7/2/14 528,208
1,920,000 NR/NR RehabCare Group, Inc., Term Loan B,
6.0%, 11/24/15 1,901,040
1,000,000 BB/Ba3 Rural/Metro Operating Co. LLC, Term Loan,
7.0%, 12/9/14 990,000
------------
$ 7,914,336
---------------------------------------------------------------------------------------------------
Health Care Facilities -- 4.0%
48,539 BB/Ba3 CHS/Community Health Systems, Inc., Delayed
Draw Term Loan, 2.506%, 7/25/14 $ 44,484
951,461 BB/Ba3 CHS/Community Health Systems, Inc., Term
Loan, 2.484% - 2.506%, 7/25/14 871,974
10,813,450 BB/Ba3 HCA, Inc., Tranche B-1 Term Loan,
2.533%, 11/18/13 10,068,003
------------
$ 10,984,461
---------------------------------------------------------------------------------------------------
Managed Health Care -- 0.7%
904,292 B/B2 Aveta, Inc., MMM Original Term Loan,
5.49%, 8/22/11 $ 886,206
134,337 NR/B2 Aveta, Inc., NAMM New Term Loan,
5.49%, 8/22/11 131,762
242,069 NR/B2 Aveta, Inc., NAMM Original Term Loan,
5.49%, 8/22/11 237,227
741,088 NR/B2 Aveta, Inc., PHMC Acquisition Term Loan,
5.49%, 8/22/11 726,883
------------
$ 1,982,078
------------
Total Health Care Equipment & Services $ 32,830,803
---------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 21
Schedule of Investments | 11/30/09 (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
PHARMACEUTICALS & BIOTECHNOLOGY & LIFE
SCIENCES -- 6.7%
Biotechnology -- 0.7%
722,034 NR/NR Warner Chilcott Co., LLC, Term Loan A,
5.5%, 10/30/14 $ 721,017
794,237 NR/NR Warner Chilcott Co., LLC, Term Loan B-2,
5.75%, 4/30/15 793,118
361,017 NR/NR Warner Chilcott Corp., Term Loan B-1,
5.75%, 4/30/15 360,565
------------
$ 1,874,700
----------------------------------------------------------------------------------------------
Pharmaceuticals -- 4.9%
694,960 NR/NR Fresenius SE, Tranche B-2 Term Loan,
6.75%, 9/10/14 $ 699,551
2,000,000 NR/NR Graceway Pharmaceuticals LLC, Mezzanine Loan,
8.484%, 11/1/13 400,000
12,978,349 BB+/Ba3 Mylan, Inc., U.S. Tranche B Term Loan,
3.563%, 10/2/14 12,519,239
------------
$ 13,618,790
----------------------------------------------------------------------------------------------
Life Sciences Tools & Services -- 1.1%
3,170,000 BBB-/Baa3 Life Technologies Corp., Facility Term Loan B,
5.25%, 11/21/15 $ 3,172,615
------------
Total Pharmaceuticals & Biotechnology & Life
Sciences $ 18,666,105
----------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.8%
Specialized Finance -- 0.7%
1,925,473 B+/Ba3 Collect Acquisition Corp., Advance Term Loan B,
7.5%, 5/15/13 $ 1,848,454
----------------------------------------------------------------------------------------------
Consumer Finance -- 0.1%
135,424 BB-/NR Dollar Financial Corp., Canadian Borrower Term
Loan, 3.04%, 10/30/12 $ 128,991
99,576 NR/NR Dollar Financial Corp., Delayed Draw Term Loan,
3.04%, 10/30/12 94,846
------------
$ 223,837
------------
Total Diversified Financials $ 2,072,291
----------------------------------------------------------------------------------------------
INSURANCE -- 1.7%
Insurance Brokers -- 1.7%
832,888 B/B2 HUB International, Ltd., Delayed Draw Term Loan,
2.734%, 6/13/14 $ 728,083
850,000 NR/NR HUB International, Ltd., Incremental Term Loan,
6.75%, 6/13/14 840,438
The accompanying notes are an integral part of these financial statements.
22 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Insurance Brokers -- (continued)
2,994,792 B/B2 HUB International, Ltd., Initial Term Loan,
2.734%, 6/13/14 $ 2,617,948
500,000 NR/NR USI Holdings Corp., New Term Loan Series C,
5.3%, 5/5/14 481,668
------------
$ 4,668,137
--------------------------------------------------------------------------------------------------
Multi-Line Insurance -- 0.0%
149,237 B-/B2 AMWINS Group, Inc., Initial Term Loan,
2.76% - 2.79%, 6/8/13 $ 122,934
------------
Total Insurance $ 4,791,071
--------------------------------------------------------------------------------------------------
REAL ESTATE -- 1.1%
Diversified Real Estate Investment Trust -- 1.1%
5,000,000 CCC-/Ca Spirit Finance Corp., Term Loan, 3.281%, 8/1/13 $ 3,091,665
------------
Total Real Estate $ 3,091,665
--------------------------------------------------------------------------------------------------
SOFTWARE & SERVICES -- 16.5%
Internet Software & Services -- 1.2%
3,418,654 NR/NR Web Service Co., LLC, Term Loan, 7.0%, 8/28/14 $ 3,384,467
--------------------------------------------------------------------------------------------------
IT Consulting & Other Services -- 5.9%
952,220 B/B1 Activant Solutions, Inc., Term Loan,
2.313%, 5/2/13 $ 877,828
4,546,512 B+/B2 Keane International, Inc., Closing Date Term Loan,
2.49% - 2.51%, 6/4/13 4,100,385
348,837 B+/B2 Keane International, Inc., Synthetic LC Loan,
2.49%, 6/4/13 314,608
4,950,000 BB/Ba3 SunGard Data Systems, Inc., Incremental Term
Loan, 6.75%, 2/28/14 5,006,925
6,700,401 BB/Ba3 SunGard Data Systems, Inc., Tranche A U.S. Term
Loan, 1.992%, 2/28/14 6,161,227
------------
$ 16,460,973
--------------------------------------------------------------------------------------------------
Data Processing & Outsourced Services -- 1.4%
2,149,289 B+/B1 DTN, Inc., Tranche C Term Loan,
5.237% - 5.314%, 3/10/13 $ 2,068,691
994,924 NR/B1 First Data Corp., Initial Tranche B-2 Term Loan,
3.033% - 3.036%, 9/24/14 830,071
1,191,945 BBB/Baa3 Lender Processing Services, Inc., Term Loan B,
2.734%, 7/1/14 1,171,831
------------
$ 4,070,593
--------------------------------------------------------------------------------------------------
Application Software -- 2.0%
1,606,420 B+/Ba3 Nuance Communications, Inc., Term Loan,
2.24%, 3/29/13 $ 1,530,115
3,531,739 B+/B1 Serena Software, Inc., Term Loan,
2.322%, 3/11/13 3,235,956
932,172 B+/NR Verint Systems, Inc., Term Loan, 3.49%, 5/25/14 846,335
------------
$ 5,612,406
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 23
Schedule of Investments | 11/30/09 (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Systems Software -- 6.0%
1,250,000 NR/NR Allen Systems Group, Inc., First Lien Term Loan,
8.5%, 10/18/13 $ 1,250,000
2,340,972 NR/NR Applied Systems, Inc., Term Loan,
2.734%, 9/26/13 2,225,386
2,330,513 NR/B1 Infor Enterprise Solutions Holdings, Inc., Delayed
Draw Term Loan, 3.99%, 7/30/12 2,056,678
2,932,500 B+/B1 Infor Enterprise Solutions Holdings, Inc., Dollar
Tranche B-1 First Lien Term Loan,
2.99%, 7/28/12 2,543,944
4,466,817 B+/B1 Infor Enterprise Solutions Holdings, Inc., Initial
U.S. Term Loan, 3.99%, 7/30/12 3,941,966
1,466,667(a) NR/NR Infor Enterprise Solutions Holdings, Inc., Second
Lien Delayed Draw Term Loan, 6.484%, 3/2/14 997,333
2,533,333 CCC+/Caa2 Infor Enterprise Solutions Holdings, Inc., Second
Lien Initial Dollar Term Loan, 6.484%, 3/2/14 1,729,000
876,889 BB-/Ba1 Macrovision Solutions Corp., Term Loan,
6.0%, 5/2/13 881,273
1,000,000 BB-/Ba3 Vangent, Inc., Term Loan, 2.52%, 2/14/13 935,000
------------
$ 16,560,580
------------
Total Software & Services $ 46,089,019
------------------------------------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 3.5%
Communications Equipment -- 0.8%
868,732 BB/Ba2 Commscope, Inc., Term Loan B,
2.734% - 2.783%, 12/26/14 $ 829,639
1,500,000 NR/NR TowerCo Finance LLC, Term Loan,
10.0%, 11/17/17 1,504,688
------------
$ 2,334,327
------------------------------------------------------------------------------------------------------
Electronic Equipment & Instruments -- 1.2%
611,111 NR/Ba2 H3C Holdings, Ltd., Tranche B Term Loan,
3.639%, 9/28/12 $ 583,611
1,218,333 B+/Ba3 Itron, Inc., Dollar Term Loan, 3.99%, 4/18/14 1,213,384
1,543,513 NR/NR Scitor Corp., Term Loan, 4.48%, 9/26/14 1,366,009
------------
$ 3,163,004
------------------------------------------------------------------------------------------------------
Electronic Components -- 0.4%
36,377 NR/NR Flextronics International, Ltd., A-1-B Delayed
Draw Loan, 2.484%, 10/1/14 $ 33,488
1,157,547 NR/NR Flextronics International, Ltd., A-3 Delayed Draw
Loan, 2.484%, 10/1/14 1,056,261
------------
$ 1,089,749
------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
24 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Electronic Manufacturing Services -- 1.1%
1,766,864 BB+/Ba3 Baldor Electric Co., Term Loan, 5.25%, 1/31/14 $ 1,761,618
749,889 NR/B2 FCI USA, Inc., Facility Term Loan B-1,
3.406%, 11/1/13 692,397
749,889 NR/B2 FCI USA, Inc., Facility Term Loan B-5-B,
3.406%, 11/1/13 692,397
------------
$ 3,146,412
------------
Total Technology Hardware & Equipment $ 9,733,492
---------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 12.1%
Alternative Carriers -- 2.6%
6,500,000 B+/B1 Level 3 Financing, Inc., Tranche A Term Loan,
2.53%, 3/13/14 $ 5,527,711
1,807,994 B/B1 PAETEC Holding Corp., Replacement Term Loan,
2.734%, 2/28/13 1,709,685
------------
$ 7,237,396
---------------------------------------------------------------------------------------------------
Integrated Telecommunication Services -- 7.1%
EURO 752,152 NR/NR Amsterdamse Beheer-EN Consultingmaatschappij
B.V., Casema Facility Term Loan B-1,
2.938%, 9/15/14 $ 1,104,419
EURO 390,705 NR/NR Amsterdamse Beheer-EN Consultingmaatschappij
B.V., Casema Facility Term Loan B-2,
2.938%, 9/15/14 573,690
EURO 1,142,857 NR/NR Amsterdamse Beheer-EN Consultingmaatschappij
B.V., Casema Facility Term Loan C,
3.438%, 9/14/15 1,678,109
EURO 857,143 NR/NR Amsterdamse Beheer-EN Consultingmaatschappij
B.V., Kabelcom Facility Term Loan B,
3.438%, 9/15/15 1,258,582
EURO 857,143 NR/NR Amsterdamse Beheer-EN Consultingmaatschappij
B.V., Kabelcom Facility Term Loan C,
2.938%, 9/14/14 1,258,582
1,000,000 CCC+/Caa1 Hargray Acquisition Co., Second Lien Term Loan,
5.778%, 1/29/15 650,000
1,920,000 CCC+/B2 Integra Telecom Holdings, Inc., First Lien Term
Loan, 10.5%, 8/31/13 1,916,799
3,993,278 NR/B1 Telesat Canada, U.S. Term I Loan,
3.24%, 10/31/14 3,737,146
342,984 NR/B1 Telesat Canada, U.S. Term II Loan,
3.24%, 10/31/14 320,985
750,000 B+/Ba1 Time Warner Telecom Holdings, Inc., Term Loan B,
1.99% - 2.04%, 1/7/13 710,977
1,293,367 BB-/B1 West Corp., Term Loan B-2, 2.609% -
2.609%, 10/24/13 1,162,409
EURO 1,500,000 BB/Ba1 Wind Telecomunicazione S.p.A., Facility Term
Loan B-1, 3.683%, 5/24/13 2,192,033
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 25
Schedule of Investments | 11/30/09 (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Integrated Telecommunication
Services -- (continued)
EURO 1,500,000 BB/Ba1 Wind Telecomunicazione S.p.A., Facility Term
Loan C-1, 4.683%, 5/26/14 $ 2,192,033
1,180,839 NR/NR Windstream Corp., Tranche B-2 Term Loan,
3.04%, 7/17/13 1,124,257
------------
$ 19,880,021
---------------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- 2.4%
7,299,507 BB-/Ba2 MetroPCS Wireless, Inc., Tranche B Term Loan,
2.5% - 2.563%, 11/3/13 $ 6,758,891
------------
Total Telecommunication Services $ 33,876,308
---------------------------------------------------------------------------------------------------------
UTILITIES -- 7.0%
Electric Utilities -- 6.0%
3,696,435 NR/NR ANP Funding I LLC, Tranche A Term Loan,
3.741%, 7/29/10 $ 3,697,592
2,978,549 B/B3 Bosque Power Co. LLC, Term Loan,
5.533%, 1/16/15 2,114,770
1,754,777 B+/B1 Coleto Creek Power, L.P., First Lien Synthetic LC
Term Loan, 0.183%, 6/28/13 1,605,621
3,493,506 B+/B1 Coleto Creek Power, L.P., First Lien Term Loan,
2.984% - 3.033%, 6/28/13 3,196,558
4,837,500 NR/NR Coleto Creek Power, L.P., Second Lien Term Loan,
4.234%, 6/28/13 3,609,984
881,057(d)(e) NR/NR GBGH LLC, First Lien Term Loan, 4.0%, 6/9/13 411,013
274,192(d)(e) NR/NR GBGH, LLC, Second Lien Term Loan,
12.0%, 6/9/14 2,742
2,937,939 B+/NR Texas Competitive Electric Holdings Co. LLC,
Initial Tranche B-2 Term Loan,
3.742% - 3.783%, 10/10/14 2,201,618
------------
$ 16,839,898
---------------------------------------------------------------------------------------------------------
Independent Power Producers & Energy
Traders -- 1.0%
1,984,848 B+/B2 Calpine Corp., First Priority Term Loan,
3.165%, 3/29/14 $ 1,817,502
275,941 BB-/Ba3 Mach Gen LLC, First Lien Synthetic LC Loan,
0.033%, 2/22/13 255,705
273,514 BB+/Baa3 NRG Energy, Inc., Credit-Linked Deposit Loan,
0.183%, 2/1/13 251,633
509,267 BB+/Baa3 NRG Energy, Inc., Term Loan,
1.984% - 2.033%, 2/1/13 468,526
------------
$ 2,793,366
------------
Total Utilities $ 19,633,264
---------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
26 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
TOTAL SENIOR SECURED FLOATING RATE LOAN
INTERESTS
(Cost $483,036,988) $404,052,014
-------------------------------------------------------------------------------------------------------------
CLAIMS -- 0.0% of Net Assets
CAPITAL GOODS -- 0.0%
Aerospace & Defense -- 0.0%
1,200,000(a)(e)(g) NR/NR Northwest Airlines, Inc., ALPA Claim-Escrow, 2.5% $ 826
2,500,000(a)(e)(g) NR/NR Northwest Airlines, Inc., Bell Atlantic Claim-
Escrow, 2.5% 1,720
2,500,000(a)(e)(g) NR/NR Northwest Airlines, Inc., EDC Claim-Escrow,
5.32% 1,720
2,130,600(a)(e)(g) NR/NR Northwest Airlines, Inc., Flight Attendant Claim-
Escrow, 2.5% 1,466
1,500,000(a)(e)(g) NR/NR Northwest Airlines, Inc., GE Claim-Escrow, 2.5% 1,032
1,264,500(a)(e)(g) NR/NR Northwest Airlines, Inc., IAM Claim-Escrow, 2.5% 870
1,404,900(a)(e)(g) NR/NR Northwest Airlines, Inc., Retiree Claim-
Escrow, 2.5% 966
------------
Total Capital Goods $ 8,600
-------------------------------------------------------------------------------------------------------------
TOTAL CLAIMS
(Cost $0) $ 8,600
-------------------------------------------------------------------------------------------------------------
CORPORATE NOTES -- 14.5% of Net Assets
MATERIALS -- 0.4%
Diversified Metals & Mining -- 0.2%
350,000 BBB+/Baa1 Rio Tinto Finance USA, Ltd., 8.95%, 5/1/14 $ 420,880
-------------------------------------------------------------------------------------------------------------
Paper Products -- 0.2%
600,000 B/B2 Cellu Tissue Holdings, Inc., 11.5%, 6/1/14 $ 655,500
------------
Total Materials $ 1,076,380
-------------------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 0.9%
Aerospace & Defense -- 0.9%
550,000 BB/Ba3 DigitalGlobe, Inc., 10.5%, 5/1/14 (144A) $ 588,500
1,850,000 BB/B2 Spirit AeroSystems, Inc., 7.5%, 10/1/17 (144A) 1,813,000
------------
Total Capital Goods $ 2,401,500
-------------------------------------------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 0.9%
Auto Parts & Equipment -- 0.0%
127,932 NR/NR Delphi International Holdings S.A.R.L,
12.0%, 10/6/14 $ 125,374
-------------------------------------------------------------------------------------------------------------
Tires & Rubber -- 0.9%
3,000,000(b) CCC+/Caa1 American Tire Distributors, Inc.,
6.54%, 4/1/12 (144A) $ 2,475,000
------------
Total Automobiles & Components $ 2,600,374
-------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 27
Schedule of Investments | 11/30/09 (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
CONSUMER DURABLES & APPAREL -- 0.4%
Housewares & Specialties -- 0.4%
1,000,000 B+/B2 Jarden Corp., 8.0%, 5/1/16 $ 1,030,000
------------
Total Consumer Durables & Apparel $ 1,030,000
------------------------------------------------------------------------------------------------------
RETAILING -- 0.7%
Catalog Retail -- 0.7%
1,825,000 BB+/Ba2 QVC, Inc., 7.5%, 10/1/19 (144A) $ 1,825,000
------------
Total Retailing $ 1,825,000
------------------------------------------------------------------------------------------------------
PHARMACEUTICALS & BIOTECHNOLOGY & LIFE
SCIENCES -- 10.0%
Biotechnology -- 2.1%
4,066,637(a) NR/NR Fosamprenavir Pharma, 15.5%, 6/15/18 (144A) $ 3,741,306
2,824,670(a)(b)(d) NR/NR Molecular Insight Pharmaceuticals, Inc.,
9.23%, 11/16/12 (144A) 2,259,736
------------
$ 6,001,042
------------------------------------------------------------------------------------------------------
Pharmaceuticals -- 7.9%
15,000,000(a) NR/NR Azithromycin Royalty Sub LLC,
16.0%, 5/15/19 (144A) $ 11,550,000
10,592,201(a)(d) NR/NR Celtic Pharma Phinco B.V.,
17.0%, 6/15/12 (144A) 6,355,321
1,200,000(a) NR/NR Pharma V, 13.0%, 10/15/13 (144A) 1,152,000
703,664(a)(b)(d) NR/NR Pharma VI, 5.507%, 10/15/14 (144A) 598,114
1,164,243(a)(d) NR/NR Pharma X, 15.5%, 3/30/17 (144A) 989,606
1,500,000(a)(d) NR/NR TCD Pharma, 16.0%, 4/15/24 (144A) 1,320,000
------------
$ 21,965,041
------------
Total Pharmaceuticals & Biotechnology & Life
Sciences $ 27,966,083
------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.3%
Consumer Finance -- 0.1%
200,000 BBB/Baa1 Capital One Financial Corp., 7.375%, 5/23/14 $ 229,403
------------------------------------------------------------------------------------------------------
Asset Management & Custody Banks -- 0.2%
530,000 BB+/Baa3 Janus Capital Group, Inc., 6.25%, 6/15/12 $ 535,721
------------
Total Diversified Financials $ 765,124
------------------------------------------------------------------------------------------------------
INSURANCE -- 0.5%
Reinsurance -- 0.5%
250,000(b) NR/Ba2 Muteki, Ltd., 4.673%, 5/24/11 (144A) $ 242,200
500,000(b) BB-/NR Mystic Re, Ltd., 10.254%, 6/7/11 (144A) 514,300
600,000(b) BB-/NR Residential Reinsurance 2008, Ltd.,
7.111%, 6/6/11 (144A) 592,620
------------
Total Insurance $ 1,349,120
------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
28 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
REAL ESTATE -- 0.3%
Specialized Real Estate Investment
Trusts - 0.3%
750,000 BBB/Baa2 Hospitality Properties Trust, 7.875%, 8/15/14 $ 781,168
---------------------------------------------------------------------------------------------------------
Diversified Real Estate Activities -- 0.0%
150,000 A-/A2 WEA Finance LLC, 7.5%, 6/2/14 (144A) $ 166,810
------------
Total Real Estate $ 947,978
---------------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 0.1%
Integrated Telecommunication Services -- 0.1%
300,000 BB/Ba2 Frontier Communications Corp., 8.25%, 5/1/14 $ 308,250
------------
Total Telecommunication Services $ 308,250
---------------------------------------------------------------------------------------------------------
TOTAL CORPORATE NOTES
(Cost $48,172,115) $ 40,269,809
---------------------------------------------------------------------------------------------------------
Shares
COMMON STOCK -- 3.4% of Net Assets
ENERGY -- 0.0%
Oil & Gas Drilling -- 0.0%
138(a)(e) TARH E&P Holding GP, LLP Class A
Membership Interest $ 1
130,056(a)(e) TARH E&P Holding LP, Class A Partnership Interest 1,301
------------
Total Energy $ 1,302
---------------------------------------------------------------------------------------------------------
MATERIALS -- 0.8%
Commodity Chemicals -- 0.7%
145,265(g) Georgia Gulf Corp. $ 2,119,416
---------------------------------------------------------------------------------------------------------
Diversified Chemicals -- 0.1%
20,650(e)(g) Panda Herford Ethanol LP $ 206,500
------------
Total Materials $ 2,325,916
---------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 0.1%
Airlines -- 0.0%
4,866(g) Delta Airlines, Inc. $ 39,853
---------------------------------------------------------------------------------------------------------
Trucking -- 0.1%
12,887(g) SIRVA Worldwide, Inc. $ 193,305
------------
Total Transportation $ 233,158
---------------------------------------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 2.4%
Auto Parts & Equipment -- 2.4%
829(g) Delphi DIP Holdco LLP, Class B Subscription $ 6,604,366
------------
Total Automobiles & Components $ 6,604,366
---------------------------------------------------------------------------------------------------------
MEDIA -- 0.1%
Broadcasting -- 0.1%
5,325(e) Charter Communications, Inc. $ 206,250
------------
Total Media $ 206,250
---------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 29
Schedule of Investments | 11/30/09 (continued)
Shares Value
DIVERSIFIED FINANCIALS -- 0.0%
Other Diversified Financial Services -- 0.0%
1,589(e)(g) GBGH, LLC Membership Interest $ 16
------------
Total Diversified Financials $ 16
--------------------------------------------------------------------------------------------
TOTAL COMMON STOCK
(Cost $8,837,545) $ 9,371,008
--------------------------------------------------------------------------------------------
LIQUIDATING TRUST -- 0.0% of Net Assets
CONSUMER SERVICES -- 0.0%
Hotels, Resorts & Cruise Lines -- 0.0%
3,377,886(e)(g) Yellowstone Mountain Club LLC, Liquidating Trust $ --
--------------------------------------------------------------------------------------------
TOTAL LIQUIDATING TRUST
(Cost $0) $ --
--------------------------------------------------------------------------------------------
WARRANTS -- 0.0% of Net Assets
ENERGY -- 0.0%
Oil & Gas Equipment & Services -- 0.0%
213,605(a)(e)(g) Value Creation, Inc., Exp. 1/29/14 $ --
------------
Total Energy $ --
--------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 0.0%
Integrated Telecommunication Services -- 0.0%
400,000(a)(g) Clearwire Corp., Exp. 8/15/10 (144A) $ 14,000
------------
Total Telecommunication Services $ 14,000
--------------------------------------------------------------------------------------------
TOTAL WARRANTS
(Cost $956,752) $ 14,000
--------------------------------------------------------------------------------------------
Principal
Amount
USD ($)
TEMPORARY CASH INVESTMENTS -- 1.5%
of Net Assets
Repurchase Agreements -- 1.5%
4,225,000 BNP Paribas, 0.17%, dated 11/30/09,
repurchase price of $4,225,000 plus accrued
interest on 12/1/09 collateralized by the
following:
$3,603,868 Federal National Mortgage
Association (ARM),
2.779% - 6.174%, 6/1/25 - 9/1/39
$705,632 Federal Home Loan Mortgage Corp.,
4.905% - 6.109%, 7/1/36 - 4/1/38 $ 4,225,000
--------------------------------------------------------------------------------------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $4,225,000) $ 4,225,000
--------------------------------------------------------------------------------------------
TOTAL INVESTMENTS IN SECURITIES -- 166.0%
(Cost $551,477,188)(h) $462,426,081
--------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
30 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Value
OTHER ASSETS AND LIABILITIES - (0.5)% $ (1,374,266)
--------------------------------------------------------------------------------------------
PREFERRED SHARES AT REDEMPTION VALUE,
INCLUDING DIVIDENDS PAYABLE - (65.5)% $(182,487,194)
--------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON
SHAREOWNERS -- 100.0% $ 278,564,621
============================================================================================
NR Security not rated by S&P or Moody's.
* Senior secured floating rate loan interests in which the Trust invests
generally pay interest at rates that are periodically redetermined by
reference to a base lending rate plus a premium. These base lending rates
are generally (i) the lending rate offered by one or more major European
banks, such as LIBOR (London InterBank Offered Rate), (ii) the prime rate
offered by one or more major United States banks, (iii) the certificate
of deposit (iv) other base lending rates used by commercial lenders. The
rate shown is the coupon rate accruing at November 30, 2009.
(144A) Security is exempt from registration under Rule 144A of the Securities
Act of 1933. Such securities may be resold normally to qualified
institutional buyers in a transaction exempt from registration. At
November 30, 2009, the value of these securities amounted to $48,474,767
or 17.4% of total net assets applicable to common shareowners.
(a) Indicates a security that has been deemed illiquid. The aggregate cost of
illiquid securities is $105,840,128. The aggregate value $59,833,639
represents 21.5% of the total net assets applicable to common
shareowners.
(b) Floating Rate Note. The rate shown is the coupon rate at November 30,
2009.
(c) Security is in default and is non-income producing.
(d) Represents a pay in kind security.
(e) Security is valued using fair value methods (other than prices supplied
by independent pricing services).
(f) The company and agent bank are in the process of negotiating forbearance.
(g) Non-income producing.
(h) At November 30, 2009, the net unrealized loss on investments based on
cost for federal income tax purposes of $551,863,503 was as follows:
Aggregate gross unrealized gain for all investments in which there is an
excess of value over tax cost $ 9,255,395
Aggregate gross unrealized loss for all investments in which there is an
excess of tax cost over value (98,692,817)
------------
Net unrealized loss $(89,437,422)
============
For financial reporting purposes net unrealized loss on investments was
$89,051,107 and cost of investments aggregated $551,477,188.
Purchases and sales of securities (excluding temporary cash investments) for
the period ended November 30, 2009, aggregated $127,071,758 and $129,262,726,
respectively.
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 31
Schedule of Investments | 11/30/09 (continued)
Glossary of Terms:
LC -- Letter of Credit
Principal amounts are denominated in U.S. dollars unless otherwise noted.
AUD -- Australian Dollar
EURO -- Euro
Various inputs are used in determining the value of the Trust's investments.
These inputs are summarized in the three broad levels listed below.
Highest priority is given to Level 1 inputs and lowest priority is given to
Level 3.
Level 1 -- quoted prices in active markets for identical securities
Level 2 -- other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit risk,
etc.)
Level 3 -- significant unobservable inputs (including the Trust's own
assumptions in determining fair value of investments)
The following is a summary of the inputs used as of November 30, 2009, in
valuing the Trust's investments:
Level 1 Level 2 Level 3 Total
Collateralized loan obligation $ -- $ -- $ 4,485,650 $ 4,485,650
Senior secured floating rate loan
interests (oil & gas drilling) -- 3,775,406 1,275,323 5,050,729
Senior secured floating rate loan
interests (cable & satellite) -- 20,087,636 10,509,939 30,597,575
Senior secured floating rate loan
interests (electric utilities) -- 16,426,143 413,755 16,839,898
Senior secured floating rate loan
interests (other industries) -- 351,563,812 -- 351,563,812
Claims -- -- 8,600 8,600
Corporate notes (biotechnology) -- -- 6,001,042 6,001,042
Corporate notes (pharmaceuticals) -- -- 21,965,041 21,965,041
Corporate notes (other industries) -- 12,303,726 -- 12,303,726
Common stock (oil & gas drilling) -- -- 1,302 1,302
Common stock (trucking) -- 193,305 -- 193,305
Common stock (diversified chemicals) -- -- 206,500 206,500
Common stock (auto parts &
equipment) -- 6,604,366 -- 6,604,366
Common stock (broadcasting) -- -- 206,250 206,250
Common stock (other diversified
financial services) -- -- 16 16
Common stock (other industries) 2,159,269 -- -- 2,159,269
Liquidating trust -- -- -- --
Warrants -- 14,000 -- 14,000
The accompanying notes are an integral part of these financial statements.
32 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Level 1 Level 2 Level 3 Total
Temporary cash investments $ -- $ 4,225,000 $ -- $ 4,225,000
----------------------------------------------------------------------------------------------
Total $2,159,269 $415,193,394 $45,073,418 $462,426,081
==============================================================================================
Other Financial Instruments* $ -- $ (632,443) $ -- $ (632,443)
-------------------------------------------------------
* Other financial instruments include net depreciation on unfunded corporates
loans.
The following is a reconciliation of assets valued using significant
unobservable inputs (level 3):
Change in
unrealized Net Transfer in
Balance as Realized appreciation purchases and out of Balance as
of 11/30/08 gain (loss) (depreciation)(1) (sales) Level 3* of 11/30/09
Collateralized loan
obligation $ 1,514,890 $-- $ 2,979,904 $ (9,144) $ -- $ 4,485,650
Senior secured floating
rate loan interests
(oil & gas drilling) -- -- -- 1,275,323 -- 1,275,323
Senior secured floating
rate loan interests
(cable & satellite) -- -- (10,132,339) -- 20,642,278 10,509,939
Senior secured floating
rate loan interests
(electric utilities) -- -- -- 413,755 -- 413,755
Claims -- -- -- -- 8,600 8,600
Corporate notes
(biotechnology) 6,323,158 -- 248,754 (570,870) -- 6,001,042
Corporate notes
(pharmaceuticals) 25,194,159 -- (2,811,799) (417,319) -- 21,965,041
Common stock (oil &
gas drilling) -- -- -- 1,302 -- 1,302
Common stock
(diversified
chemicals) -- -- -- 206,500 -- 206,500
Common stock
(broadcasting) -- -- 30,500 175,750 -- 206,250
Common stock (other
diversified financial
services) -- -- -- 16 -- 16
Liquidating trust -- -- -- -- -- --
------------------------------------------------------------------------------------------------------------------
Ending balance $33,032,207 $-- $ (9,684,980) $1,075,313 $20,650,878 $45,073,418
==================================================================================================================
(1) Unrealized appreciation (depreciation) on these securities is included in
the change in unrealized gain (loss) from investments in the Statement of
Operations.
* Transfers are calculated beginning of period.
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 33
Statement of Assets and Liabilities | 11/30/09
ASSETS:
Investments in securities, at value (cost $551,477,188) $462,426,081
Cash 1,677,460
Foreign currencies, at value (cost $2,663,024) 2,648,127
Receivables --
Investment securities sold 6,499,650
Paydowns 85,452
Interest 4,013,103
Commitment fees 1,380
Prepaid expenses 13,979
------------------------------------------------------------------------------------
Total assets $477,365,232
------------------------------------------------------------------------------------
LIABILITIES:
Payables --
Investment securities purchased $ 13,054,535
Dividends payable to common shareowners 1,832,111
Depreciation on unfunded corporate loans -- net 632,443
Unamortized facility fees 210,802
Due to affiliates 302,526
Accrued expenses 281,000
------------------------------------------------------------------------------------
Total liabilities $ 16,313,417
------------------------------------------------------------------------------------
PREFERRED SHARES AT REDEMPTION VALUE:
$25,000 liquidation value per share applicable to 7,298 shares,
including dividends payable of $37,194 $182,487,194
------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Paid-in capital $461,637,319
Distributions in excess of net investment income (2,218,618)
Accumulated net realized loss on investments and foreign currency
transactions (91,165,116)
Net unrealized loss on investments (89,683,550)
Net unrealized loss on foreign currency assets and liabilities
denominated in foreign currencies (5,414)
------------------------------------------------------------------------------------
Net assets applicable to common shareowners $278,564,621
------------------------------------------------------------------------------------
NET ASSET VALUE PER SHARE:
No par value, (unlimited number of shares authorized)
Based on $278,564,621/24,428,148 common shares $ 11.40
====================================================================================
The accompanying notes are an integral part of these financial statements.
34 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Statement of Operations
For the Year Ended 11/30/09
INVESTMENT INCOME:
Interest $ 31,698,860
Facility and other fees 592,285
-------------------------------------------------------------------------------------------------
Total investment income $ 32,291,145
-------------------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 2,919,302
Administrative reimbursements 457,357
Transfer agent fees and expenses 53,492
Auction agent fees 490,508
Custodian fees 59,496
Registration fees 23,750
Professional fees 383,274
Printing expenses 42,009
Trustees' fees 16,345
Miscellaneous 292,052
-------------------------------------------------------------------------------------------------
Total expenses $ 4,737,585
-------------------------------------------------------------------------------------------------
Net investment income $ 27,553,560
-------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) from:
Investments $(51,171,570)
Payments made by affiliates (see Note 6) 396,422
Other assets and liabilities denominated in foreign
currencies 406,489 $(50,368,659)
-------------------------------------------------------------------------------------------------
Change in net unrealized gain (loss) on:
Investments $121,865,683
Unfunded corporate loans 533,612
Foreign currency and other assets and liabilities
denominated in foreign currencies (108,009) $122,291,286
-------------------------------------------------------------------------------------------------
Net gain on investments and foreign currency transactions $ 71,922,627
-------------------------------------------------------------------------------------------------
DIVIDENDS AND DISTRIBUTIONS TO PREFERRED
SHAREOWNERS FROM NET INVESTMENT INCOME: $ (2,948,076)
-------------------------------------------------------------------------------------------------
Net increase in net assets applicable to common shareowners
resulting from operations $ 96,528,111
=================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 35
Statement of Changes in Net Assets
For the Years Ended 11/30/09 and 11/30/08, respectively
Year Year
Ended Ended
11/30/09 11/30/08
FROM OPERATIONS:
Net investment income $ 27,553,560 $ 45,944,980
Net realized loss on investments and foreign currency
transactions (50,368,659) (41,570,240)
Change in net unrealized gain (loss) on investments and foreign
currency transactions 122,291,286 (175,353,369)
Dividends and distributions to preferred shareowners from
Net investment income (2,948,076) (8,996,461)
Net realized gains -- (783,227)
---------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets applicable to
common shareowners resulting from operations $ 96,528,111 $(180,758,317)
---------------------------------------------------------------------------------------------------
DIVIDENDS AND DISTRIBUTIONS TO COMMON
SHAREOWNERS:
Net investment income
($1.117 and $1.704 per share, respectively) $(27,292,353) $ (41,615,793)
Net realized gains
($0.000 and $0.348 per share, respectively) -- (8,500,996)
Tax return of capital
($0.053 and $0.000 per share, respectively) (1,288,580) --
---------------------------------------------------------------------------------------------------
Total dividends and distributions to
common shareowners $(28,580,933) $ (50,116,789)
---------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets applicable to
common shareowners $ 67,947,178 $(230,875,106)
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Beginning of year 210,617,443 441,492,549
---------------------------------------------------------------------------------------------------
End of year $278,564,621 $ 210,617,443
---------------------------------------------------------------------------------------------------
Undistributed (distributions in excess of)
net investment income $ (2,218,618) $ 675,232
---------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
36 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Financial Highlights
Year Year
Ended Ended
11/30/09 11/30/08
Per Common Share Operating Performance
Net asset value, beginning of period $ 8.62 $ 18.07
----------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:(a)
Net investment income $ 1.13 $ 1.88
Net realized and unrealized gain (loss) on investments and foreign currency
transactions 2.94 (8.88)
Dividends and distributions to preferred shareowners from:
Net investment income (0.12) (0.37)
Net realized gains -- (0.03)
----------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 3.95 $ (7.40)
Distributions to common shareowners from:
Net investment income (1.12) (1.70)
Net realized gains -- (0.35)
Tax return of capital (0.05) --
Capital charge with respect to issuance of:
Common shares -- --
Preferred shares -- --
----------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.78 $ (9.45)
----------------------------------------------------------------------------------------------------
Net asset value, end of period(e) $ 11.40 $ 8.62
----------------------------------------------------------------------------------------------------
Market value, end of period(e) $ 11.54 $ 6.90
====================================================================================================
Total return at market value(f) 91.01% (52.10)%
Ratios to average net assets of common shareowners
Net expenses(g) 2.03% 1.60%
Net investment income before preferred share dividends 11.79% 12.61%
Preferred share dividends 1.26% 2.47%
Year Year 12/28/04(b)
Ended Ended to
11/30/07 11/30/06 11/30/05
Per Common Share Operating Performance
Net asset value, beginning of period $19.66 $19.08 $19.10(c)
----------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:(a)
Net investment income $ 2.30 $ 2.20 $ 1.33
Net realized and unrealized gain (loss) on investments and foreign currency
transactions (1.47) 0.52 (0.05)
Dividends and distributions to preferred shareowners from:
Net investment income (0.51) (0.46) (0.23)
Net realized gains 0.00 (d) -- --
----------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 0.32 $ 2.26 $ 1.05
Distributions to common shareowners from:
Net investment income (1.91) (1.63) (0.92)
Net realized gains 0.00 (d) (0.05) --
Tax return of capital -- -- --
Capital charge with respect to issuance of:
Common shares -- -- (0.04)
Preferred shares -- 0.00 (d) (0.11)
----------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $(1.59) $ 0.58 $(0.02)
----------------------------------------------------------------------------------------------------------------------
Net asset value, end of period(e) $18.07 $19.66 $19.08
----------------------------------------------------------------------------------------------------------------------
Market value, end of period(e) $16.79 $18.95 $17.14
======================================================================================================================
Total return at market value(f) (2.02)% 20.94% (9.76)%
Ratios to average net assets of common shareowners
Net expenses(g) 1.40% 1.38% 1.23%(h)
Net investment income before preferred share dividends 11.92% 11.37% 7.52%(h)
Preferred share dividends 2.66% 2.39% 1.29%(h)
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 37
Financial Highlights (continued)
Year Year
Ended Ended
11/30/09 11/30/08
Net investment income available to common shareowners 10.53% 10.14%
Portfolio turnover 32% 31%
Net assets of common shareowners, end of period (in thousands) $278,565 $210,617
Preferred shares outstanding (in thousands) $182,450 $204,475
Asset coverage per preferred share, end of period $ 63,175 $ 50,758
Average market value per preferred share(i) $ 25,000 $ 25,000
Liquidation value, including dividends payable, per preferred share $ 25,005 $ 25,007
Ratios to average net assets of common shareowners before waivers and
reimbursement of expenses
Net expenses(g) 2.03% 1.60%
Net investment income before preferred share dividends 11.79% 12.61%
Preferred share dividends 1.26% 2.47%
Net investment income available to common shareowners 10.53% 10.14%
===============================================================================================
Year Year 12/28/04(b)
Ended Ended to
11/30/07 11/30/06 11/30/05
Net investment income available to common shareowners 9.26% 8.98% 6.23%(h)
Portfolio turnover 80% 75% 61%
Net assets of common shareowners, end of period (in thousands) $441,493 $478,255 $464,324
Preferred shares outstanding (in thousands) $234,500 $234,500 $234,500
Asset coverage per preferred share, end of period $ 72,067 $ 76,000 $74,520
Average market value per preferred share(i) $ 25,000 $ 25,000 $25,000
Liquidation value, including dividends payable, per preferred share $ 25,009 $ 25,013 $25,018
Ratios to average net assets of common shareowners before waivers and
reimbursement of expenses
Net expenses(g) 1.40% 1.40% 1.24%(h)
Net investment income before preferred share dividends 11.92% 11.35% 7.51%(h)
Preferred share dividends 2.66% 2.39% 1.29%(h)
Net investment income available to common shareowners 9.26% 8.96% 6.22%(h)
================================================================================================================
(a) The per common share data presented above is based upon the average common
shares outstanding for the periods presented.
(b) The Trust common shares were first publicly offered on December 28, 2004.
(c) Net asset value immediately after the closing of the first public offering
was $19.06.
(d) Amount is less than $0.01 per share.
(e) Net asset value and market value are published in Barron's on Saturday, The
Wall Street Journal on Monday and The New York Times on Monday and Saturday.
(f) Total investment return is calculated assuming a purchase of common shares
at the current market value on the first day and a sale at the current
market value on the last day of the periods reported. Dividends and
distributions, if any, are assumed for purposes of this calculation to be
reinvested at prices obtained under the Trust's dividend reinvestment plan.
Total investment return does not reflect brokerage commissions. Total
investment returns covering less than a full period are not annualized. Past
performance is not a guarantee of future results.
(g) Expense ratios do not reflect the effect of dividend payments to preferred
shareowners.
(h) Annualized.
(i) Market value is redemption value without an active market.
The information above represents the audited operating performance data for a
share of common stock outstanding, total investment return, ratios to average
net assets and other supplemental data for the periods indicated. This
information has been determined based upon financial information provided in
the financial statements and market value data for the Trust's common shares.
The accompanying notes are an integral part of these financial statements.
38 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Notes to Financial Statements | 11/30/09
1. Organization and Significant Accounting Policies
Pioneer Floating Rate Trust (the "Trust") was organized as a Delaware statutory
trust on October 6, 2004. Prior to commencing operations on December 28, 2004,
the Trust had no operations other than matters relating to its organization and
registration as a non-diversified, closed-end management investment company
under the Investment Company Act of 1940, as amended. The investment objective
of the Trust is to provide a high level of current income. The Trust will, as a
secondary objective, also seek preservation of capital to the extent consistent
with its primary objective of high current income.
Information regarding the Trust's principal risks is contained in the Trust's
original offering prospectus with additional information included in the
Trust's shareowner reports from time to time. Please refer to those documents
when considering the Trust's investment risks. At times, the Trust's
investments may represent industries or industry sectors that are interrelated
or have common risks, making it more susceptible to any economic, political, or
regulatory developments or other risks affecting those industries and sectors.
The Trust invests primarily in senior floating rate loans (Senior Loans). The
Trust may also invest in other floating and variable rate instruments,
including second lien loans, investment grade fixed-income debt securities and
high yield, high risk corporate bonds. The Trust may also invest in below
investment grade securities. Below investment grade securities are commonly
referred to as "junk bonds" and are considered speculative with respect to the
issuer's capacity to pay interest and repay principal. These securities involve
greater risk of loss, are subject to greater price volatility, and are less
liquid, especially during periods of economic uncertainty or change, than
higher rated debt securities. The Trust may invest in securities of issuers
that are in default or that are in bankruptcy.
The Trust's investments in certain foreign markets or countries with limited
developing markets may subject the Trust to a greater degree of risk than in a
developed market. These risks include disruptive political or economic
conditions and the possible imposition of adverse governmental laws or currency
exchange restrictions.
The Trust is not limited in the percentage of its assets that may be invested
in Senior Loans and other securities deemed to be illiquid. Illiquid securities
may be difficult to dispose of at a fair price at the times when the Trust
believes it is desirable to do so and their market price is generally more
volatile than that of more liquid securities. Illiquid securities are also more
difficult to value and
Pioneer Floating Rate Trust | Annual Report | 11/30/09 39
investment of the Trust's assets in illiquid securities may restrict the
Trust's ability to take advantage of market opportunities.
The Trust's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the
Trust 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
Trust in preparation of its financial statements, which are consistent with
those generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. The net asset value of
the Trust 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. Senior
floating rate loan interests (Senior Loans) are valued in accordance with
guidelines established by the Board of Trustees at the mean between the last
available bid and asked prices from one or more brokers or dealers as
obtained from Loan Pricing Corporation. For the limited number of Senior
Loans for which no reliable price quotes are available, such Senior Loans
will be valued by Loan Pricing Corporation through the use of pricing
matrices to determine valuations. Fixed income securities with remaining
maturity of more than sixty days are valued at prices supplied by independent
pricing services, which consider such factors as market prices, market
events, quotations from one or more brokers, Treasury spreads, yields,
maturities and ratings. Valuations may be supplemented by dealers and other
sources, as required. Equity securities are valued at the last sale price on
the principal exchange where they are traded. Securities or loans for which
market prices and/or quotations are not readily available or are considered
to be unreliable are valued using fair value methods pursuant to procedures
adopted by the Board of Trustees.
The Trust may use fair value methods if it is determined that a significant
event has occurred after the close of the exchange or market on which the
security trades and prior to the determination of the Trust's net asset
value. Thus, the valuation of the Trust's securities may differ from exchange
prices. At November 30, 2009, 20 securities were valued using fair value
methods (other than securities valued using prices supplied by independent
pricing services) representing 4.5% of net assets applicable to common
shareowners. Inputs used in the valuation of a security using fair value
methods
40 Pioneer Floating Rate Trust | Annual Report | 11/30/09
include credit ratings, the financial condition of the company, current
market conditions and comparable securities. Short-term fixed income
securities with remaining maturities of sixty days or less generally are
valued at amortized cost. Money market mutual funds are valued at net asset
value.
All discounts and premiums on debt securities are accreted or amortized,
respectively, daily, on an effective yield to maturity basis and are included
in interest income. Interest income, including income on interest bearing
cash accounts, is recorded on an accrual basis.
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 Trust becomes aware of the ex-dividend data in
the exercise of reasonable diligence. Interest income, including interest on
income bearing cash accounts, is recorded on the accrual basis, net of
unrecoverable foreign taxes withheld at the applicable country rates.
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
B. Foreign Currency Translation
The books and records of the Trust are maintained in U.S. dollars. Amounts
denominated in foreign currencies are translated into U.S. dollars using
current exchange rates.
Net realized gains and losses on foreign currency transactions, if any,
represent, among other things, the net realized gains and losses on foreign
currency contracts, disposition of foreign currencies and the difference
between the amount of income accrued and the U.S. dollars actually received.
Further, the effects of changes in foreign currency exchange rates on
investments are not segregated in the Statement of Operations from the
effects of changes in market prices of those securities but are included with
the net realized and unrealized gain or loss on investments.
C. Federal Income Taxes
It is the Trust's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no federal income tax provision is required. Tax
returns for the prior three fiscal years remain subject to examination by tax
authorities.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal income
tax rules. Therefore, the sources of the Trust's distributions may be shown
in the accompanying financial statements as either from or in excess of net
investment income or net realized gain (loss) on investments and
Pioneer Floating Rate Trust | Annual Report | 11/30/09 41
foreign currency transactions, or as from paid-in capital, depending on the
type of book/tax differences that may exist.
At November 30, 2009, the Trust reclassified $206,981 to increase
distributions in excess of net investment income and $206,981 to decrease
accumulated net realized loss on investments. The reclassification has no
impact on the net asset value of the Trust and presents the Trust's capital
accounts on a tax basis.
The Trust has elected to defer $726,262 in capital losses realized between
November 1, 2009 and November 30, 2009 to its fiscal year ending November 30,
2010.
At November 30, 2009, the Trust had a capital loss carryforward of
$90,438,854, of which $27,976,876 will expire in 2016 and $62, 461,978 will
expire in 2017, if not utilized.
The tax character of current year distributions paid to common and preferred
shareowners for the years ended November 30, 2009 and November 30, 2008 were
as follows:
2009 2008
Distributions paid from:
Ordinary income $30,240,429 $56,018,203
Net long term capital gain -- 3,878,274
Tax return of capital 1,288,580 --
--------------------------------------------------------------
Total distribution $31,529,009 $59,896,477
==============================================================
The following shows the components of distributable earnings on a federal
income tax basis at November 30, 2009.
2009
Distributable earnings:
Capital loss carryforward $ (90,438,854)
Post-October loss deferred (726,262)
Distributions payable (1,869,305)
Unrealized depreciation (90,038,277)
--------------------------------------------------------------
Total $(183,072,698)
==============================================================
The difference between book-basis and tax-basis unrealized depreciation is
primarily attributable to the difference between book and tax amortization
methods for premiums and discounts on fixed-income securities, book/tax
differences in the accrual of income on securities in default and the
realization of unrealized gain on investments in passive foreign investment
companies.
D. Repurchase Agreements
With respect to repurchase agreements entered into by the Trust, the value of
the underlying securities (collateral), including accrued interest is
42 Pioneer Floating Rate Trust | Annual Report | 11/30/09
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 Trust's custodian or a sub custodian of the Trust. The Trust's
investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible
for determining that the value of the collateral remains at least equal to
the repurchase price.
E. Automatic Dividend Reinvestment Plan
All common shareowners automatically participate in the Automatic Dividend
Reinvestment Plan (the Plan), under which participants receive all dividends
and capital gain distributions (collectively, dividends) in full and
fractional common shares of the Trust in lieu of cash. Shareowners may elect
not to participate in the Plan. Shareowners not participating in the Plan
receive all dividends and capital gain distributions in cash. Participation
in the Plan is completely voluntary and may be terminated or resumed at any
time without penalty by notifying American Stock Transfer & Trust Company,
the agent for shareowners in administering the Plan (the Plan Agent), in
writing prior to any dividend record date; otherwise such termination or
resumption will be effective with respect to any subsequently declared
dividend or other distribution.
Whenever the Trust declares a dividend on common shares payable in cash,
participants in the Plan will receive the equivalent in common shares
acquired by the Plan Agent either (i) through receipt of additional unissued
but authorized common shares from the Trust or (ii) by purchase of
outstanding common shares on the New York Stock Exchange or elsewhere. If, on
the payment date for any dividend the net asset value per common share is
equal to or less than the market price per share plus estimated brokerage
trading fees (market premium), the Plan Agent will invest the dividend amount
in newly issued common shares. The number of newly issued common shares to be
credited to each account will be determined by dividing the dollar amount of
the dividend by the net asset value per common share on the date the shares
are issued, provided that the maximum discount from the then current market
price per share on the date of issuance does not exceed 5%. If, on the
payment date for any dividend, the net asset value per common share is
greater than the market value (market discount), the Plan Agent will invest
the dividend amount in common shares acquired in open-market purchases. There
are no brokerage charges with respect to newly issued common shares. However,
each participant will pay a pro rata share of brokerage trading fees incurred
with respect to the Plan Agent's open-market purchases. Participating in the
Plan does not relieve shareowners from any federal, state or local taxes
which may be due on dividends paid in any taxable year. Shareowners holding
Plan shares in a brokerage account may not be able to transfer the shares to
another broker and continue to participate in the Plan.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 43
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit),
manages the Trust's portfolio. Management fees payable under the Trust's
Advisory Agreement with PIM are calculated daily at the annual rate of 0.70% of
the Trust's average daily managed assets. "Managed assets" means (a) the total
assets of the Trust, including any form of investment leverage, minus (b) all
accrued liabilities incurred in the normal course of operations, which shall
not include any liabilities or obligations attributable to investment leverage
obtained through (i) indebtedness of any type (including, without limitation,
borrowing through a credit facility of the issuance of debt securities), (ii)
the issuance of preferred stock or other similar preference securities, and/or
(iii) any other means. For the year ended November 30, 2009, the net management
fee was equivalent to 0.70% of the Trust's average daily managed assets, which
was equivalent to 1.25% of the Trust's average daily net assets attributable to
the common shareowners.
In addition, under PIM's management and administration agreements, certain
other services and costs are paid by PIM and reimbursed by the Trust. At
November 30, 2009, $302,526 was payable to PIM related to management costs,
administrative costs and certain other reimbursements and is included in "Due
to affiliates" on the Statement of Assets and Liabilities.
PIM has retained Princeton Administrators, LLC (Princeton) to provide certain
administrative and accounting services to the Trust on its behalf. PIM pays
Princeton a monthly fee at an annual rate of 0.07% of the average daily value
of the Trust's managed assets up to $500 million and 0.03% for average daily
managed assets in excess of $500 million, subject to a minimum monthly fee of
$10,000. Princeton receives no compensation directly from the Trust.
PIM had engaged Highland Capital Management, L.P. to act as the Trust's
investment sub-adviser (Sub-adviser) and manage the Trust's investments through
December 31, 2008. PIM paid the Sub-adviser a monthly fee at an annual rate of
0.35% of the average daily value of the Trust's managed assets. The fee was
paid monthly in arrears. The Trust did not pay a fee to the Sub-adviser.
Effective January 1, 2009, PIM assumed sole responsibility for management of
the Trust's investments.
3. Transfer Agents
Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly
owned indirect subsidiary of UniCredit, through a sub-transfer agency agreement
with American Stock Transfer & Trust Company, provides substantially all
transfer agent and shareowner services related to the Trust's common shares at
negotiated rates. Deutsche Bank Trust Company Americas (Deutsche Bank) is the
transfer agent, registrar, dividend paying agent and auction agent with
44 Pioneer Floating Rate Trust | Annual Report | 11/30/09
respect to the Trust's Auction Market Preferred Shares (AMPS). The Trust pays
Deutsche Bank an annual fee, as is agreed to from time to time by the Trust and
Deutsche Bank, for providing such services.
4. Unfunded Loan Commitments
As of November 30, 2009, the Trust had unfunded loan commitments of $2,785,012,
(excluding unrealized depreciation on those commitments of $623,443 as of
November 30, 2009) which could be extended at the option of the borrower,
pursuant to the following loan agreements:
Unfunded Loan
Borrower Commitment
Delphi Holdings LLP, Tranche A-1 Loan $ 32,763
Delphi Holdings LLP, Tranch A-2 Loan $ 76,447
Delphi Holdings LLP, Tranche B-1A Loan $ 331,844
Delphi Holdings LLP, Tranche B-2A Loan $ 774,303
Lear Corp., Delayed Draw Loan $ 112,500
Sirva Worldwide, Inc., Revolving Credit Loan $1,204,443
Warner Chilcott Co. LLC, Delayed Draw Term Loan $ 252,712
5. Trust Shares
There are an unlimited number of common shares of beneficial interest
authorized.
During the years ended November 30, 2009 and November 30, 2008, there were no
common share transactions by the Trust. All reinvested distributions were
satisfied with previously issued shares purchased in the open market by the
Plan Agent and credited to shareowner accounts.
The Trust may classify or reclassify any unissued common shares of beneficial
interest into one or more series of preferred shares of beneficial interest. As
of November 30, 2009 there were 7,298 AMPS as follows: Series M7-2,434, Series
W7-2,432 and Series TH7-2,432.
On December 8, 2008, the Trust announced the following redemptions of AMPS at a
price of $25,000 per share plus any accrued and unpaid dividends through the
redemption date:
Redemption Shares Aggregate
date Redeemed Principal
Series M7 12/23/08 134 $3,350,000
--------------------------------------------------------------------------------
Series W7 12/26/08 133 $3,325,000
--------------------------------------------------------------------------------
Series TH7 12/26/08 133 $3,325,000
--------------------------------------------------------------------------------
The Trust financed the AMPS redemption with cash.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 45
On December 18, 2008, the Trust announced the following redemptions of AMPS at
a price of $25,000 per share plus any accrued and unpaid dividends through the
redemption date:
Redemption Shares Aggregate
date Redeemed Principal
Series M7 1/6/09 161 $4,025,000
--------------------------------------------------------------------------------
Series W7 1/8/09 160 $4,000,000
--------------------------------------------------------------------------------
Series TH7 1/9/09 160 $4,000,000
--------------------------------------------------------------------------------
The Trust financed the AMPS redemption with cash.
Dividends on Series M7, Series W7 and Series TH7 are cumulative at a rate which
is reset every seven days based on the results of an auction. An auction fails
if there are more AMPS offered for sale than there are buyers. When an auction
fails, the dividend rate for the period will be the maximum rate on the auction
dates described in the prospectus for the AMPS. Preferred shareowners will not
be able to sell their AMPS at an auction if the auction fails. Since February
2008, the Trust's auctions related to the AMPS have failed. The maximum rate
for each series is the greater of 125% of the one week LIBOR rate or the LIBOR
rate plus a spread of 1.25%. Dividend rates on AMPS ranged from 1.466% to
2.456% during the year ended November 30, 2009.
The Trust may not declare dividends or make other distributions on its common
shares or purchase any such shares if, at the time of the declaration,
distribution or purchase, the Trust does not comply with the asset coverage
ratios described in the prospectus for the AMPS.
The AMPS are redeemable at the option of the Trust, in whole or in part, on any
dividend payment date at $25,000 per share plus any accumulated or unpaid
dividends, whether or not declared. The AMPS are also subject to mandatory
redemption at $25,000 per share plus any accumulated or unpaid dividends,
whether or not declared, if certain requirements relating to the composition of
the assets and liabilities of the Trust as set forth in the Statement of
Preferences are not satisfied.
The holders of AMPS have voting rights equal to the holders of the Trust's
common shares (one vote per share) and will vote together with holders of the
common shares as a single class. Holders of AMPS are also entitled to elect two
of the Trust's Trustees. In addition, the Investment Company Act of 1940, as
amended, requires that along with approval by shareowners that might otherwise
be required, the approval of the holders of a majority of any outstanding
preferred shares, voting separately as a class, would be required to (a) adopt
any plan of reorganization that would adversely affect the preferred shares and
(b) take any action requiring a vote of security holders, including, among
other things, changes in the Trust's subclassification as a closed-end
investment company or changes in its fundamental investment restrictions.
46 Pioneer Floating Rate Trust | Annual Report | 11/30/09
6. Payments Made by Affiliates
At November 30, 2008, the Trust inadvertently held two short positions in
Realogy. A short position occurs when a fund sells securities that it does not
own. On December 30, 2008, the Trust closed out its short position and was
reimbursed $396,422 by the adviser for losses incurred to date. The amount of
the reimbursement was 0.16% of the Trust's average net assets and had no impact
on the Trust's total return as the return is calculated on market price.
7. Pending Litigation
The Trust is currently involved in a litigation matter relating to a Trust
investment. The Trust believes the claim is without merit and is defending it
vigorously. As of the Trust's fiscal year end, it is reasonably possible that
an adverse outcome may result. Currently, the amount of any judgment cannot be
reasonably estimated.
8. Subsequent Events
Subsequent to November 30, 2009, the Board of Trustees of the Trust declared a
dividend from undistributed net investment income of $0.075 per common share
payable December 18, 2009 to common shareowners of record on December 11, 2009.
Subsequent to November 30, 2009, dividends declared and paid on preferred
shares totaled $242,454 in aggregate for the three outstanding preferred share
series through January 8, 2010.
In preparing these financials statements, PIM has evaluated the impact of all
subsequent events and transactions for potential recognition or disclosure
through January 26, 2010, and has determined that, other than events mentioned
above, there were no other subsequent events requiring recognition or
disclosure in the financials statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 47
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and the Shareowners of
Pioneer Floating Rate Trust:
--------------------------------------------------------------------------------
We have audited the accompanying statement of assets and liabilities of Pioneer
Floating Rate Trust (the "Trust"), including the schedule of investments, as of
November 30, 2009, and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the periods
indicated therein. These financial statements and financial highlights are the
responsibility of the Trust's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements and financial highlights are free of material
misstatement. We were not engaged to perform an audit of the Trust's internal
control over financial reporting. Our audits included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Trust's internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements and financial highlights, assessing the accounting
principles used and significant estimates made by management, and evaluating
the overall financial statement presentation. Our procedures included
confirmation of securities owned as of November 30, 2009, by correspondence
with the custodian, selling or agent banks and brokers or by other appropriate
auditing procedures where replies from selling or agent banks or brokers were
not received. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Pioneer Floating Rate Trust at November 30, 2009, the results of its operations
for the year then ended, the changes in its net assets for each of the two
years in the period then ended, and financial highlights for each of the
periods indicated therein, in conformity with U.S. generally accepted
accounting principles.
/s/ Ernst & Young LLP
Boston, Massachusetts
January 26, 2010
48 Pioneer Floating Rate Trust | Annual Report | 11/30/09
ADDITIONAL INFORMATION (unaudited)
During the period, there were no material changes in the Trust's investment
objective or fundamental policies that have not been approved by the
shareowners. There have been no changes in the Trust's charter or By-Laws that
would delay or prevent a change in control of the Trust which has not been
approved by the shareowners. There have been no changes in the principle risk
factors associated with investment in the Trust.
Effective January 1, 2009, Jonathan Sharkey of PIM became the portfolio manager
of Pioneer Floating Rate Trust.
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940, as amended, that the Trust may purchase, from time to
time, its common shares in the open market.
ADDITIONAL INFORMATION REGARDING THE TRUST'S INVESTMENT POLICIES
Event-Linked Bonds
The Trust may invest in "event-linked" bonds, which sometimes are referred to
as "insurance-linked" or "catastrophe" bonds. Event-linked bonds are debt
obligations for which the return of principal and the payment of interest are
contingent on the non-occurrence of a pre-defined "trigger" event, such as a
hurricane or an earthquake of a specific magnitude. For some event-linked
bonds, the trigger event's magnitude may be based on losses to a company or
industry, industry indexes or readings of scientific instruments rather than
specified actual losses. If a trigger event, as defined within the terms of an
event-linked bond, involves losses or other metrics exceeding a specific
magnitude in the geographic region and time period specified therein, the Trust
may lose a portion or all of its accrued interest and/or principal invested in
such event-linked bond. The Trust is entitled to receive principal and interest
payments so long as no trigger event occurs of the description and magnitude
specified by the instrument. Event-linked bonds may be issued by government
agencies, insurance companies, reinsurers, special purpose corporations or
other on-shore or off-shore entities. With respect to limitations on investment
outside of the U.S., the Trust will consider the region associated with the
event-linked risks as opposed to the off-shore domicile of any special purpose
issuer. In addition to the specified trigger events, event-linked bonds may
also expose the Trust to other risks, including but not limited to issuer
(credit) default, adverse regulatory or jurisdictional interpretations and
adverse tax consequences.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 49
CEO CERTIFICATION DISCLOSURE (unaudited)
The Trust's Chief Executive Officer has submitted to the New York Stock
Exchange the annual CEO certification as required by Section 303A.12 (a) of the
NYSE Listed Company Manual. In addition, the Trust has filed with the
Securities and Exchange Commission the certification of its Chief Executive
Officer and Chief Financial Officer required by Section 302 of the Sarbanes-
Oxley Act.
Results of Shareholder Meeting (unaudited)
At the annual meeting of shareowners held on September 22, 2009, and adjourned
to October 8, 2009 with respect to Proposal 2, shareowners of Pioneer Floating
Rate Trust were asked to consider the proposals described below. A report of
the total votes cast by the Trust's shareholders follows:
Proposal 1 -- To elect Class III Trustees.
Nominee For Withheld
Mary K. Bush 13,696,309 900,060
-------------------------------------------------------------------------------
Thomas J. Perna 13,814,361 782,008
-------------------------------------------------------------------------------
Marguerite A. Piret+ 6,021 41
-------------------------------------------------------------------------------
+ Elected by Preferred Shares only
Proposal 2 -- To approve an Amended and Restated Management Agreement with
Pioneer Investment Management, Inc.
For Against Abstain Broker Non-Votes
10,365,528 583,776 302,185 3,158,998
50 Pioneer Floating Rate Trust | Annual Report | 11/30/09
IMPORTANT TAX INFORMATION (unaudited)
The following information is provided with respect to the ordinary income
distributions paid by Pioneer Floating Rate Trust during the fiscal year ended
November 30, 2009:
Interest-Related Dividends for Non- U.S. Residents 76.57%*
* Represents the portion of the taxable ordinary income dividends eligible for
tax exemption from U.S. withholding tax for nonresident aliens and foreign
corporations.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 51
Approval of Investment Advisory Agreement (unaudited)
Pioneer Investment Management, Inc. (PIM) serves as the Trust's investment
adviser pursuant to an investment advisory agreement between PIM and the Trust.
In order for PIM to remain the investment adviser of the Trust, the Trustees of
the Trust must determine annually whether to renew the investment advisory
agreement for the Trust.
The contract review process began in March 2009 as the Trustees of the Trust
agreed on, among other things, an overall approach and timeline for the
process. In July 2009, the Trustees approved the format of the contract review
materials and submitted their formal request to PIM to furnish information
necessary to evaluate the terms of the investment advisory agreement. The
contract review materials were provided to the Trustees in August 2009. After
reviewing and discussing the materials, the Trustees submitted a request for
additional information to PIM in September 2009, and materials were provided in
response to this request. Meetings of the independent Trustees of the Trust
were held in July, September, October, and November, 2009 to review and discuss
the contract review materials. In addition, the Trustees took into account the
information related to the Trust provided to the Trustees at each regularly
scheduled meeting.
At a meeting held on November 10, 2009, based on their evaluation of the
information provided by PIM and third parties, the Trustees of the Trust,
including the independent Trustees voting separately, unanimously approved the
renewal of the investment advisory agreement for another year. In considering
the renewal of the investment advisory agreement, the Trustees considered
various factors that they determined were relevant, including the factors
described below. The Trustees did not identify any single factor as the
controlling factor in determining to approve the renewal of the agreement.
Nature, Extent and Quality of Services
The Trustees considered the nature, extent and quality of the services that had
been provided by PIM to the Trust, taking into account the investment objective
and strategy of the Trust. The Trustees reviewed the terms of the investment
advisory agreement. The Trustees also reviewed PIM's investment approach for
the Trust, its research process and its process for trade execution. The
Trustees considered the resources of PIM and the personnel of PIM who provide
investment management services to the Trust. The Trustees considered the
non-investment resources and personnel of PIM involved in PIM's services to the
Trust, including PIM's compliance and legal resources and personnel. The
Trustees also considered the substantial attention and high priority given by
PIM's senior management to the Pioneer fund complex.
52 Pioneer Floating Rate Trust | Annual Report | 11/30/09
The Trustees considered that PIM supervises and monitors the performance of the
Trust's service providers and provides the Trust with personnel (including
Trust officers) and other resources that are necessary for the Trust's business
management and operations. The Trustees also considered that, as administrator,
PIM is responsible for the administration of the Trust's business and other
affairs. The Trustees considered the fees paid to PIM for the provision of
administration services.
Based on these considerations, the Trustees concluded that the nature, extent
and quality of services that had been provided by PIM to the Trust were
satisfactory and consistent with the terms of the investment advisory
agreement.
Performance of the Trust
The Trustees considered the performance results of the Trust over various time
periods. They reviewed information comparing the Trust's performance with the
performance of its peer group of funds as classified by Morningstar, Inc.
(Morningstar), an independent provider of investment company data, and with the
performance of the Trust's benchmark index. The Trustees considered that the
Trust's annualized total return was in the fifth quintile of its Morningstar
category for the one and three year periods ended June 30, 2009. (In all
quintile rankings referred to throughout this disclosure, first quintile is
most favorable to the Trust's shareowners. Thus, highest relative performance
would be first quintile and lowest relative expenses would also be first
quintile.) The Trustees considered that the Trust's yield (at market value) was
better than the average yield (at market value) of the funds in its peer group
as of June 30, 2009. The Trustees noted that the yield of the Trust also
compared favorably to the yield of the Trust's benchmark as of June 30, 2009.
The Trustees reviewed data provided by Pioneer showing how leverage had
benefited the Trust's common shareowners over the long term.
The Trustees discussed the reasons for the Trust's underperformance in respect
of total return with PIM in view of the Trust's investment approach and the
market conditions present during the relevant periods, and noted the Board's
determination in 2008 not to renew the sub-advisory agreement that had been in
effect for the Trust. The Trustees agreed that they would continue to monitor
the performance of the Trust closely.
Management Fee and Expenses
The Trustees considered information on the fees and expenses of the Trust in
comparison to the management fees and the expense ratios of a peer group of
funds selected on the basis of criteria determined by the independent Trustees
for this purpose using data provided by Strategic Insight Mutual Fund Research
and Consulting, LLC (Strategic Insight), an independent third party.
The Trustees considered that the Trust's management fee rate based on net
assets attributable to common shares for the twelve months ended June 30, 2009
was in the fourth quintile relative to the management fees paid by other
Pioneer Floating Rate Trust | Annual Report | 11/30/09 53
funds in its Strategic Insight peer group for the comparable period. The
Trustees considered the effect of leverage on the Trust's management fee
relative to its peers by reviewing the management fee ratios of the Trust and
its peers based on managed assets rather than net assets attributable to common
shares. They noted that, on that basis, the Trust's management fee for the
twelve months ended June 30, 2009 was in the third quintile relative to its
peer group for the comparable period.
The Trustees also considered that the Trust's expense ratio based on net assets
attributable to common shares for the twelve months ended June 30, 2009 was in
the third quintile relative to its Strategic Insight peer group for the
comparable period.
The Trustees also reviewed management fees charged by PIM to its institutional
and other clients. In evaluating the fees associated with PIM's client
accounts, the Trustees took into account the respective demands, resources and
complexity associated with the Trust and client accounts. The Trustees noted
that in some instances the fee rates for those clients were lower than the
management fee for the Trust and considered that, under the investment advisory
agreement with the Trust, PIM performs additional services for the Trust that
it does not provide to those other clients or services that are broader in
scope, including oversight of the Trust's other service providers and
activities related to compliance and the extensive regulatory and tax regimes
to which the Trust is subject.
The Trustees concluded that the management fee payable by the Trust to PIM was
reasonable in relation to the nature and quality of the services provided by
PIM. The Trustees also concluded that the Trust's expense ratio was reasonable
taking into account the nature and quality of services provided by PIM.
Profitability
The Trustees considered information provided by PIM regarding the profitability
of PIM with respect to the advisory services provided by PIM to the Trust,
including the methodology used by PIM in allocating certain of its costs to the
management of the Trust. The Trustees also considered PIM's profit margin in
connection with the overall operation of the Trust. They further reviewed the
financial results realized by PIM and its affiliates from non-fund businesses.
The Trustees considered PIM's profit margins with respect to the Trust in
comparison to the limited industry data available and noted that the
profitability of any adviser was affected by numerous factors, including its
organizational structure and method for allocating expenses.
The Trustees concluded that PIM's profitability with respect to the management
of the Trust was not unreasonable.
54 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Economies of Scale
The Trustees considered the extent to which PIM may realize economies of scale
or other efficiencies in managing and supporting the Trust. Since there were no
material changes in the Trust's managed assets in 2008 or in the services being
provided by PIM to the Trust, the Trustees concluded that economies of scale
were not a relevant consideration in the renewal of the investment advisory
agreement.
Other Benefits
The Trustees considered the other benefits to PIM from its relationship with
the Trust. The Trustees considered the character and amount of fees paid by the
Trust, other than under the investment advisory agreement, for services
provided by PIM and its affiliates. The Trustees further considered the
revenues and profitability of PIM's businesses other than the fund business.
The Trustees considered the intangible benefits to PIM by virtue of its
relationship with the Trust and the other Pioneer funds.
The Trustees concluded that the receipt of these benefits was reasonable in the
context of the overall relationship between PIM and the Trust.
Conclusion
After consideration of the factors described above as well as other factors,
the Trustees, including all of the independent Trustees, concluded that the
investment advisory agreement between PIM and the Fund, including the fees
payable thereunder, was fair and reasonable and voted to approve the proposed
renewal of the investment advisory agreement for the Trust.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 55
Trustees, Officers and Service Providers
Investment Adviser
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Ernst & Young LLP
Legal Counsel
Bingham McCutchen LLP
Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Shareowner Services and Sub-Transfer Agent
American Stock Transfer & Trust Company
Preferred Share Auction/Transfer Agent and Registrar
Deutsche Bank Trust Company Americas
Sub-Administrator
Princeton Administrators, LLC
Trustees and Officers
The Board of Trustees provides broad supervision over the Trust's affairs. The
officers of the Trust are responsible for the Trust's operations. The Trustees
and officers are listed below, together with their principal occupations during
the past five years. Trustees who are interested persons of the Trust within
the meaning of the 1940 Act are referred to as Interested Trustees. Trustees
who are not interested persons of the Trust are referred to as Independent
Trustees. Each of the Trustees, except Mr. West, serves as a Trustee of each of
the 62 U.S. registered investment portfolios for which Pioneer serves as
investment adviser (the "Pioneer Funds"). Mr. West serves as a Trustee of 47
U.S. registered investment portfolios for which Pioneer serves as investment
adviser. The address for all Trustees and all officers of the Trust is 60 State
Street, Boston, Massachusetts 02109.
56 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Interested Trustees
Position Held Length of Service
Name and Age with the Trust and Term of Office
John F. Cogan, Jr. (83)* Chairman of the Board, Class I Trustee since
Trustee and President 2004. Term expires in
2010. Elected by
Preferred Shares only.
-------------------------------------------------------------------------------
Daniel K. Kingsbury (51)* Trustee and Executive Class II Trustee since
Vice President March 2007. Term
expires in 2011.
-------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation During Past Five Years Held by this Trustee
John F. Cogan, Jr. (83)* Deputy Chairman and a Director of Pioneer Global Asset Management None
S.p.A. ("PGAM"); Non-Executive Chairman and a Director of Pioneer
Investment Management USA Inc. ("PIM-USA"); Chairman and a Director of
Pioneer; Chairman and Director of Pioneer Institutional Asset
Management, Inc. (since 2006); Director of Pioneer Alternative
Investment Management Limited (Dublin); President and a Director of
Pioneer Alternative Investment Management (Bermuda) Limited and
affiliated funds; Director of PIOGLOBAL Real Estate Investment Fund
(Russia) (until June 2006); Director of Nano-C, Inc. (since 2003);
Director of Cole Management Inc. (since 2004); Director of Fiduciary
Counseling, Inc.; President and Director of Pioneer Funds Distributor,
Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds;
and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP
----------------------------------------------------------------------------------------------------------------------------
Daniel K. Kingsbury (51)* Director, CEO and President of Pioneer Investment Management USA Inc. None
(since February 2007); Director and President of Pioneer Investment
Management, Inc. and Pioneer Institutional Asset Management, Inc.
(since February 2007); Executive Vice President of all of the Pioneer
Funds (since March 2007); Director of Pioneer Global Asset Management
S.p.A. (since April 2007); Head of New Markets Division, Pioneer
Global Asset Management S.p.A. (2000 - 2007)
----------------------------------------------------------------------------------------------------------------------------
* Mr. Cogan and Mr. Kingsbury are Interested Trustees because they are officers
or directors of the Trust's investment adviser and certain of its affiliates.
"The outstanding capital stock of PFD, Pioneer and PIMSS is indirectly wholly
owned by UniCredit S.p.A. (UniCredit), one of the largest banking groups in
Italy. Pioneer, the Trust's investment adviser, provides investment management
and financial services to mutual funds, institutional and other clients."
Pioneer Floating Rate Trust | Annual Report | 11/30/09 57
Independent Trustees
Position Held Length of Service
Name and Age with the Trust and Term of Office Principal Occupation During Past Five Years
David R. Bock (65) Trustee Class I Trustee since Managing Partner, Federal City Capital Advisors (corporate
2005. Term expires in advisory services company) (1997 to 2004 and 2008 -
2010. present); and Executive Vice President and Chief Financial
Officer, I-trax, Inc. (publicly traded health care services
company) (2004 - 2007)
------------------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (61) Trustee Class III Trustee since President, Bush International, LLC (international financial
2004. Term expires in advisory firm)
2012.
------------------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Held by this Trustee
David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held
affordable housing finance company); and Director of Oxford Analytica,
Inc. (privately-held research and consulting company)
----------------------------------------------------------------------------------------------------------
Mary K. Bush (61) Director of Marriott International, Inc.; Director of Discover Financial
Services (credit card issuer and electronic payment services); Director
of Briggs & Stratton Co. (engine manufacturer); Director of UAL
Corporation (airline holding company); Director of Mantech International
Corporation (national security, defense, and intelligence technology
firm); and Member, Board of Governors, Investment Company Institute
----------------------------------------------------------------------------------------------------------
58 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Position Held Length of Service
Name and Age with the Trust and Term of Office Principal Occupation During Past Five Years
Benjamin M. Friedman (65) Trustee Class II Trustee since Professor, Harvard University
September, 2008. Term
expires in 2011.
------------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (62) Trustee Class II Trustee since Founding Director, Vice-President and Corporate Secretary,
2004. Term expires in The Winthrop Group, Inc. (consulting firm); and Desautels
2011. Faculty of Management, McGill University
------------------------------------------------------------------------------------------------------------------------------------
Thomas J. Perna (59) Trustee Class III Trustee since Chief Executive Officer, Quadriserv, Inc. (technology
2006. Term expires in products for securities lending industry) (2008 - present);
2012. Private investor (2004 - 2008); and Senior Executive Vice
President, The Bank of New York (financial and securities
services) (1986 - 2004)
------------------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (61) Trustee Class III Trustee since President and Chief Executive Officer, Newbury, Piret &
2004. Term expires in Company, Inc. (investment banking firm)
2012. Elected by
Preferred Shares only.
------------------------------------------------------------------------------------------------------------------------------------
Stephen K. West (81) Trustee Class I Trustee since Senior Counsel, Sullivan & Cromwell LLP (law firm)
2004. Term expires in
2010.
------------------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Held by this Trustee
Benjamin M. Friedman (65) None
----------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (62) None
----------------------------------------------------------------------------------------------------------
Thomas J. Perna (59) None
----------------------------------------------------------------------------------------------------------
Marguerite A. Piret (61) Director of New America High Income Fund, Inc. (closed-end investment
company)
----------------------------------------------------------------------------------------------------------
Stephen K. West (81) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company)
----------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/09 59
Trust Officers
Position Held Length of Service
Name and Age with the Trust and Term of Office
Dorothy E. Bourassa (61) Secretary Since 2004. Serves
at the discretion of
the Board
------------------------------------------------------------------------------
Christopher J. Kelley (44) Assistant Secretary Since 2004. Serves
at the discretion of
the Board
------------------------------------------------------------------------------
Mark E. Bradley (50) Treasurer Since 2008. Serves
at the discretion of
the Board
------------------------------------------------------------------------------
Luis I. Presutti (44) Assistant Treasurer Since 2004. Serves
at the discretion of
the Board
------------------------------------------------------------------------------
Gary Sullivan (51) Assistant Treasurer Since 2004. Serves
at the discretion of
the Board
------------------------------------------------------------------------------
David F. Johnson (29) Assistant Treasurer Since 2009. Serves
at the discretion of
the Board
------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation During Past Five Years Held by this Trustee
Dorothy E. Bourassa (61) Secretary of PIM-USA; Senior Vice President - Legal of Pioneer; Secretary/Clerk of None
most of PIM-USA's subsidiaries; and Secretary of all of the Pioneer Funds since
September 2003 (Assistant Secretary from November 2000 to September 2003)
------------------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (44) Associate General Counsel of Pioneer since January 2008 and Assistant Secretary of None
all of the Pioneer Funds since September 2003; Vice President and Senior Counsel
of Pioneer from July 2002 to December 2007
------------------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (50) Vice President - Fund Accounting, Administration and Controllership Services of None
Pioneer; and Treasurer of all of the Pioneer Funds since March 2008; Deputy
Treasurer of Pioneer from March 2004 to February 2008; Assistant Treasurer of all
of the Pioneer Funds from March 2004 to February 2008; and Treasurer and Senior
Vice President, CDC IXIS Asset Management Services from 2002 to 2003
------------------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (44) Assistant Vice President - Fund Accounting, Administration and Controllership None
Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds
------------------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (51) Fund Accounting Manager - Fund Accounting, Administration and Controllership None
Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds
------------------------------------------------------------------------------------------------------------------------------------
David F. Johnson (29) Fund Administration Manager - Fund Accounting, Administration and Controllership None
Services since November 2008 and Assistant Treasurer of all of the Pioneer Funds
since January 2009; Client Service Manager - Institutional Investor Services at
State Street Bank from March 2003 to March 2007
------------------------------------------------------------------------------------------------------------------------------------
60 Pioneer Floating Rate Trust | Annual Report | 11/30/09
Position Held Length of Service
Name and Age with the Trust and Term of Office
Teri W. Anderholm (50) Chief Compliance Officer Since 2007. Serves
at the discretion of
the Board
------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation During Past Five Years Held by this Trustee
Teri W. Anderholm (50) Chief Compliance Officer of Pioneer since December 2006 and of all the Pioneer None
Funds since January 2007; Vice President and Compliance Officer, MFS Investment
Management (August 2005 to December 2006); Consultant, Fidelity Investments
(February 2005 to July 2005); Independent Consultant (July 1997 to February 2005)
-----------------------------------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/09 61
This page for your notes.
62 Pioneer Floating Rate Trust | Annual Report | 11/30/09
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 63
This page for your notes.
64 Pioneer Floating Rate Trust | Annual Report | 11/30/09
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 65
This page for your notes.
66 Pioneer Floating Rate Trust | Annual Report | 11/30/09
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/09 67
This page for your notes.
68 Pioneer Floating Rate Trust | Annual Report | 11/30/09
How to Contact Pioneer
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
You can call American Stock Transfer & Trust Company (AST) for:
--------------------------------------------------------------------------------
Account Information 1-800-710-0935
Telecommunications Device for the Deaf (TDD) 1-800-231-5469
Or write to AST:
--------------------------------------------------------------------------------
For Write to
General inquiries, lost dividend checks, American Stock
change of address, lost stock certificates, Transfer & Trust
stock transfer Operations Center
6201 15th Ave.
Brooklyn, NY 11219
Dividend reinvestment plan (DRIP) American Stock
Transfer & Trust
Wall Street Station
P.O. Box 922
New York, NY 10269-0560
Website www.amstock.com
The Trust files a complete statement of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareowners 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.
The Trust's Chief Executive Officer is required by the New York Stock
Exchange's Listing Standards to file annually with the Exchange a certification
that he is not aware of any violation by the Trust of the Exchange's Corporate
Governance Standards applicable to the Trust. The Trust has signed such
certification.
[LOGO]PIONEER
Investments(R)
Pioneer Investment Management, Inc.
60 State Street
Boston, MA 02109
pioneerinvestments.com
Securities offered through Pioneer Funds Distributor, Inc.
60 State Street, Boston, MA 02109
Underwriter of Pioneer Mutual Funds, Member SIPC
(C) 2010 Pioneer Investments 19447-03-0110
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR;
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Audit Fees
Fees for audit services provided to the Fund, including
fees associated with the filings of its Form N-1A,
totaled approximately $84,000 in 2009 and
approximately $48,700 in 2008.
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
Audit-Related Fees
Audit related fees for the Fund's audit related
services totaled approximately $9,650 and $9,650
in 2009 and 2008, respectively.
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
Tax Fees
Fees for tax compliance services, primarily for tax
returns, totaled $8,290 in 2009 and $8,290 in 2008.
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
Other Fees
There were no fees for other services
provided to the Fund during the fiscal years ended
November 30, 2009 and 2008.
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
----------------------- --------------------------- -----------------------------------------------
------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- -------------------------
------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
----------------------- --------------------------- -----------------------------------------------
--------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
----------------------- ------------------------- -----------------------------------------------
------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
------------------------------------------- ------------------------------
--------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
--------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
Non-Audit Services
Beginning with non-audit service contracts entered
into on or after May 6, 2003, the effective date of the
new SEC pre-approval rules, the Fund's audit
committee is required to pre-approve services to
affiliates defined by SEC rules to the extent that the
services are determined to have a direct impact on the
operations or financial reporting of the Fund. For the
years ended November 30, 2009 and 2008, there were
no services provided to an affiliate that required the
Fund's audit committee pre-approval.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The aggregate non-audit fees for the Fund and
affiliates, as previously defined, totaled approximately
$17,940 in 2009 and $17,940 in 2008.
(h) Disclose whether the registrant's audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrant's investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's audit committee of the Board of Trustees has considered
whether the provision of non-audit services that were rendered to the
Affiliates (as defined) that were not pre- approved pursuant to
paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with
maintaining the principal accountant's independence.
Item 5. Audit Committee of Listed Registrants
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrants audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
The registrant has a separately-designated standing audit
committe eestablished in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
Item 6. Schedule of Investments.
File Schedule I Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.12-
12 of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
Proxy Voting Policies and Procedures of
Pioneer Investment Management, Inc.
VERSION DATED July, 2004
Overview
Pioneer Investment Management, Inc. ("Pioneer") is a fiduciary that owes
each of its client's duties of care and loyalty with respect to all
services undertaken on the client's behalf, including proxy voting. When
Pioneer has been delegated proxy-voting authority for a client, the duty of
care requires Pioneer to monitor corporate events and to vote the proxies.
To satisfy its duty of loyalty, Pioneer must place its client's interests
ahead of its own and must cast proxy votes in a manner consistent with the
best interest of its clients. Pioneer will vote all proxies presented in a
timely manner.
The Proxy Voting Policies and Procedures are designed to complement
Pioneer's investment policies and procedures regarding its general
responsibility to monitor the performance and/or corporate events of
companies that are issuers of securities held in accounts managed by
Pioneer. Pioneer's Proxy Voting Policies summarize Pioneer's position on a
number of issues solicited by companies held by Pioneer's clients. The
policies are guidelines that provide a general indication on how Pioneer
would vote but do not include all potential voting scenarios.
Pioneer's Proxy Voting Procedures detail monitoring of voting, exception
votes, and review of conflicts of interest and ensure that case-by-case
votes are handled within the context of the overall guidelines (i.e. best
interest of client). The overriding goal is that all proxies for US and
non-US companies that are received promptly will be voted in accordance
with Pioneer's policies or specific client instructions. All shares in a
company held by Pioneer-managed accounts will be voted alike, unless a
client has given us specific voting instructions on an issue or has not
delegated authority to us or the Proxy Voting Oversight Group determines
that the circumstances justify a different approach.
Pioneer does not delegate the authority to vote proxies relating to its
clients to any of its affiliates, which include other subsidiaries of
UniCredito.
Any questions about these policies and procedures should be directed to the
Proxy Coordinator.
1
Proxy Voting Procedures
Proxy Voting Service
Pioneer has engaged an independent proxy voting service to assist in the
voting of proxies. The proxy voting service works with custodians to ensure
that all proxy materials are received by the custodians and are processed
in a timely fashion. To the extent applicable, the proxy voting service
votes all proxies in accordance with the proxy voting policies established
by Pioneer. The proxy voting service will refer proxy questions to the
Proxy Coordinator (described below) for instructions under circumstances
where: (1) the application of the proxy voting guidelines is unclear; (2) a
particular proxy question is not covered by the guidelines; or (3) the
guidelines call for specific instructions on a case-by-case basis. The
proxy voting service is also requested to call to the Proxy Coordinator's
attention specific proxy questions that, while governed by a guideline,
appear to involve unusual or controversial issues. Pioneer reserves the
right to attend a meeting in person and may do so when it determines that
the company or the matters to be voted on at the meeting are strategically
important to its clients.
Proxy Coordinator
Pioneer's Director of Investment Operations (the "Proxy Coordinator")
coordinates the voting, procedures and reporting of proxies on behalf of
Pioneer's clients. The Proxy Coordinator will deal directly with the proxy
voting service and, in the case of proxy questions referred by the proxy
voting service, will solicit voting recommendations and instructions from
the Director of Portfolio Management US or, to the extent applicable,
investment sub-advisers. The Proxy Coordinator is responsible for ensuring
that these questions and referrals are responded to in a timely fashion and
for transmitting appropriate voting instructions to the proxy voting
service. The Proxy Coordinator is responsible for verifying with the
Compliance Department whether Pioneer's voting power is subject to any
limitations or guidelines issued by the client (or in the case of an
employee benefit plan, the plan's trustee or other fiduciaries).
Referral Items
From time to time, the proxy voting service will refer proxy questions to
the Proxy Coordinator that are described by Pioneer's policy as to be voted
on a case-by-case basis, that are not covered by Pioneer's guidelines or
where Pioneer's guidelines may be unclear with respect to the matter to be
voted on. Under such certain circumstances, the Proxy Coordinator will seek
a written voting recommendation from the Director of Portfolio Management
US. Any such recommendation will include: (i) the manner in which the
proxies should be voted; (ii) the rationale underlying any such decision;
and (iii) the disclosure of any contacts or communications made between
Pioneer and any outside parties concerning the proxy proposal prior to the
time that the voting instructions are provided. In addition, the Proxy
Coordinator will ask the Compliance Department to review the question for
any actual or apparent conflicts of interest as described below under
"Conflicts of
2
Interest." The Compliance Department will provide a "Conflicts of Interest
Report," applying the criteria set forth below under "Conflicts of
Interest," to the Proxy Coordinator summarizing the results of its review.
In the absence of a conflict of interest, the Proxy Coordinator will vote
in accordance with the recommendation of the Director of Portfolio
Management US.
If the matter presents a conflict of interest for Pioneer, then the Proxy
Coordinator will refer the matter to the Proxy Voting Oversight Group for a
decision. In general, when a conflict of interest is present, Pioneer will
vote according to the recommendation of the Director of Portfolio
Management US where such recommendation would go against Pioneer's interest
or where the conflict is deemed to be immaterial. Pioneer will vote
according to the recommendation of its proxy voting service when the
conflict is deemed to be material and the Pioneer's internal vote
recommendation would favor Pioneer's interest, unless a client specifically
requests Pioneer to do otherwise. When making the final determination as to
how to vote a proxy, the Proxy Voting Oversight Group will review the
report from the Director of Portfolio Management US and the Conflicts of
Interest Report issued by the Compliance Department.
Conflicts of Interest
A conflict of interest occurs when Pioneer's interests interfere, or appear
to interfere with the interests of Pioneer's clients. Occasionally, Pioneer
may have a conflict that can affect how its votes proxies. The conflict may
be actual or perceived and may exist when the matter to be voted on
concerns:
o An affiliate of Pioneer, such as another company belonging to
the UniCredito Italiano S.p.A. banking group (a "UniCredito
Affiliate");
o An issuer of a security for which Pioneer acts as a sponsor,
advisor, manager, custodian, distributor, underwriter, broker, or
other similar capacity (including those securities specifically
declared by PGAM to present a conflict of interest for Pioneer);
o An issuer of a security for which UniCredito has informed Pioneer
that a UniCredito Affiliate acts as a sponsor, advisor, manager,
custodian, distributor, underwriter, broker, or other similar
capacity; or
o A person with whom Pioneer (or any of its affiliates) has an
existing, material contract or business relationship that was not
entered into in the ordinary course of Pioneer's business.
o Pioneer will abstain from voting with respect to companies
directly or indirectly owned by UniCredito Italiano Group, unless
otherwise directed by a client. In addition, Pioneer will inform
PGAM Global Compliance and the PGAM Independent Directors before
exercising such rights.
Any associate involved in the proxy voting process with knowledge of any
apparent or actual conflict of interest must disclose such conflict to the
Proxy Coordinator and the Compliance Department. The Compliance Department
will review each item referred to Pioneer to determine whether an actual or
potential conflict of interest with Pioneer exists in connection with the
proposal(s) to be voted upon. The review will be conducted by comparing the
apparent parties affected by the proxy proposal being
3
voted upon against the Compliance Department's internal list of interested
persons and, for any matches found, evaluating the anticipated magnitude
and possible probability of any conflict of interest being present. For
each referral item, the determination regarding the presence or absence of
any actual or potential conflict of interest will be documented in a
Conflicts of Interest Report to the Proxy Coordinator.
Securities Lending
In conjunction with industry standards Proxies are not available to be
voted when the shares are out on loan through either Pioneer's lending
program or a client's managed security lending program. However, Pioneer
will reserve the right to recall lent securities so that they may be voted
according to the Pioneer's instructions. If a portfolio manager would like
to vote a block of previously lent shares, the Proxy Coordinator will work
with the portfolio manager and Investment Operations to recall the
security, to the extent possible, to facilitate the vote on the entire
block of shares.
Share-Blocking
"Share-blocking" is a market practice whereby shares are sent to a
custodian (which may be different than the account custodian) for record
keeping and voting at the general meeting. The shares are unavailable for
sale or delivery until the end of the blocking period (typically the day
after general meeting date).
Pioneer will vote in those countries with "share-blocking." In the event a
manager would like to sell a security with "share-blocking", the Proxy
Coordinator will work with the Portfolio Manager and Investment Operations
Department to recall the shares (as allowable within the market time-frame
and practices) and/or communicate with executing brokerage firm. A list of
countries with "share-blocking" is available from the Investment Operations
Department upon request.
Record Keeping
The Proxy Coordinator shall ensure that Pioneer's proxy voting service:
o Retains a copy of the proxy statement received (unless the proxy
statement is available from the SEC's Electronic Data Gathering,
Analysis, and Retrieval (EDGAR) system);
o Retains a record of the vote cast;
o Prepares Form N-PX for filing on behalf of each client that is a
registered investment company; and
o Is able to promptly provide Pioneer with a copy of the voting
record upon its request.
4
The Proxy Coordinator shall ensure that for those votes that may require
additional documentation (i.e. conflicts of interest, exception votes and
case-by-case votes) the following records are maintained:
o A record memorializing the basis for each referral vote cast;
o A copy of any document created by Pioneer that was material in
making the decision on how to vote the subject proxy; and
o A copy of any conflict notice, conflict consent or any other
written communication (including emails or other electronic
communications) to or from the client (or in the case of an
employee benefit plan, the plan's trustee or other fiduciaries)
regarding the subject proxy vote cast by, or the vote
recommendation of, Pioneer.
o Pioneer shall maintain the above records in the client's file for a
period not less than ten (10) years.
Disclosure
Pioneer shall take reasonable measures to inform its clients of the process
or procedures clients must follow to obtain information regarding how
Pioneer voted with respect to assets held in their accounts. In addition,
Pioneer shall describe to clients its proxy voting policies and procedures
and will furnish a copy of its proxy voting policies and procedures upon
request. This information may be provided to clients through Pioneer's Form
ADV (Part II) disclosure, by separate notice to the client, or through
Pioneer's website.
Proxy Voting Oversight Group
The members of the Proxy Voting Oversight Group are Pioneer's: Director of
Portfolio Management US, Head of Investment Operations, and Director of
Compliance. Other members of Pioneer will be invited to attend meetings and
otherwise participate as necessary. The Head of Investment Operations will
chair the Proxy Voting Oversight Group.
The Proxy Voting Oversight Group is responsible for developing, evaluating,
and changing (when necessary) Pioneer's Proxy Voting Policies and
Procedures. The group meets at least annually to evaluate and review these
policies and procedures and the services of its third-party proxy voting
service. In addition, the Proxy Voting Oversight Group will meet as
necessary to vote on referral items and address other business as
necessary.
Amendments
Pioneer may not amend its Proxy Voting Policies And Procedures without the
prior approval of the Proxy Voting Oversight Group and its corporate
parent, Pioneer Global Asset Management S.p.A
5
Proxy Voting Policies
Pioneer's sole concern in voting proxies is the economic effect of the
proposal on the value of portfolio holdings, considering both the short-
and long-term impact. In many instances, Pioneer believes that supporting
the company's strategy and voting "for" management's proposals builds
portfolio value. In other cases, however, proposals set forth by management
may have a negative effect on that value, while some shareholder proposals
may hold the best prospects for enhancing it. Pioneer monitors developments
in the proxy-voting arena and will revise this policy as needed.
All proxies that are received promptly will be voted in accordance with the
specific policies listed below. All shares in a company held by
Pioneer-managed accounts will be voted alike, unless a client has given us
specific voting instructions on an issue or has not delegated authority to
us. Proxy voting issues will be reviewed by Pioneer's Proxy Voting
Oversight Group, which consists of the Director of Portfolio Management US,
the Director of Investment Operations (the Proxy Coordinator), and the
Director of Compliance.
Pioneer has established Proxy Voting Procedures for identifying and
reviewing conflicts of interest that may arise in the voting of proxies.
Clients may request, at any time, a report on proxy votes for securities
held in their portfolios and Pioneer is happy to discuss our proxy votes
with company management. Pioneer retains a proxy voting service to provide
research on proxy issues and to process proxy votes.
Administrative
While administrative items appear infrequently in U.S. issuer proxies, they
are quite common in non-U.S. proxies.
We will generally support these and similar management proposals:
o Corporate name change.
o A change of corporate headquarters.
o Stock exchange listing.
o Establishment of time and place of annual meeting.
o Adjournment or postponement of annual meeting.
o Acceptance/approval of financial statements.
o Approval of dividend payments, dividend reinvestment plans and other
dividend-related proposals.
o Approval of minutes and other formalities.
6
o Authorization of the transferring of reserves and allocation of
income.
o Amendments to authorized signatories.
o Approval of accounting method changes or change in fiscal year-end.
o Acceptance of labor agreements.
o Appointment of internal auditors.
Pioneer will vote on a case-by-case basis on other routine business;
however, Pioneer will oppose any routine business proposal if insufficient
information is presented in advance to allow Pioneer to judge the merit of
the proposal. Pioneer has also instructed its proxy voting service to
inform Pioneer of its analysis of any administrative items inconsistent, in
its view, with supporting the value of Pioneer portfolio holdings so that
Pioneer may consider and vote on those items on a case-by-case basis.
Auditors
We normally vote for proposals to:
o Ratify the auditors. We will consider a vote against if we are
concerned about the auditors' independence or their past work for
the company. Specifically, we will oppose the ratification of
auditors and withhold votes from audit committee members if
non-audit fees paid by the company to the auditing firm exceed the
sum of audit fees plus audit-related fees plus permissible tax
fees according to the disclosure categories proposed by the
Securities and Exchange Commission.
o Restore shareholder rights to ratify the auditors.
We will normally oppose proposals that require companies to:
o Seek bids from other auditors.
o Rotate auditing firms, except where the rotation is statutorily
required or where rotation would demonstrably strengthen financial
disclosure.
o Indemnify auditors.
o Prohibit auditors from engaging in non-audit services for the
company.
Board of Directors
On issues related to the board of directors, Pioneer normally supports
management. We will, however, consider a vote against management in
instances where corporate performance has been very poor or where the board
appears to lack independence.
7
General Board Issues
Pioneer will vote for:
o Audit, compensation and nominating committees composed of
independent directors exclusively.
o Indemnification for directors for actions taken in good faith in
accordance with the business judgment rule. We will vote against
proposals for broader indemnification.
o Changes in board size that appear to have a legitimate business
purpose and are not primarily for anti-takeover reasons.
o Election of an honorary director.
We will vote against:
o Minimum stock ownership by directors.
o Term limits for directors. Companies benefit from experienced
directors, and shareholder control is better achieved through
annual votes.
o Requirements for union or special interest representation on the
board.
o Requirements to provide two candidates for each board seat.
We will vote on a case-by case basis on these issues:
o Separate chairman and CEO positions. We will consider voting with
shareholders on these issues in cases of poor corporate
performance.
Elections of Directors
In uncontested elections of directors we will vote against:
o Individual directors with absenteeism above 25% without valid
reason. We support proposals that require disclosure of director
attendance.
o Insider directors and affiliated outsiders who sit on the audit,
compensation, stock option or nominating committees. For the
purposes of our policy, we accept the definition of affiliated
directors provided by our proxy voting service.
We will also vote against:
o Directors who have failed to act on a takeover offer where the
majority of shareholders have tendered their shares.
o Directors who appear to lack independence or are associated with
very poor corporate performance.
8
We will vote on a case-by case basis on these issues:
o Re-election of directors who have implemented or renewed a
dead-hand or modified dead-hand poison pill (a "dead-hand poison
pill" is a shareholder rights plan that may be altered only by
incumbent or "dead " directors. These plans prevent a potential
acquirer from disabling a poison pill by obtaining control of the
board through a proxy vote).
o Contested election of directors.
o Prior to phase-in required by SEC, we would consider supporting
election of a majority of independent directors in cases of poor
performance.
o Mandatory retirement policies.
o Directors who have ignored a shareholder proposal that has been
approved by shareholders for two consecutive years.
Takeover-Related Measures
Pioneer is generally opposed to proposals that may discourage takeover
attempts. We believe that the potential for a takeover helps ensure that
corporate performance remains high.
Pioneer will vote for:
o Cumulative voting.
o Increase ability for shareholders to call special meetings.
o Increase ability for shareholders to act by written consent.
o Restrictions on the ability to make greenmail payments.
o Submitting rights plans to shareholder vote.
o Rescinding shareholder rights plans ("poison pills").
o Opting out of the following state takeover statutes:
o Control share acquisition statutes, which deny large holders voting
rights on holdings over a specified threshold.
o Control share cash-out provisions, which require large holders to
acquire shares from other holders.
o Freeze-out provisions, which impose a waiting period on large
holders before they can attempt to gain control.
o Stakeholder laws, which permit directors to consider interests of
non-shareholder constituencies.
9
o Disgorgement provisions, which require acquirers to disgorge profits
on purchases made before gaining control.
o Fair price provisions.
o Authorization of shareholder rights plans.
o Labor protection provisions.
o Mandatory classified boards.
We will vote on a case-by-case basis on the following issues:
o Fair price provisions. We will vote against provisions requiring
supermajority votes to approve takeovers. We will also consider
voting against proposals that require a supermajority vote to
repeal or amend the provision. Finally, we will consider the
mechanism used to determine the fair price; we are generally
opposed to complicated formulas or requirements to pay a premium.
o Opting out of state takeover statutes regarding fair price
provisions. We will use the criteria used for fair price
provisions in general to determine our vote on this issue.
o Proposals that allow shareholders to nominate directors.
We will vote against:
o Classified boards, except in the case of closed-end mutual funds.
o Limiting shareholder ability to remove or appoint directors. We
will support proposals to restore shareholder authority in this
area. We will review on a case-by-case basis proposals that
authorize the board to make interim appointments.
o Classes of shares with unequal voting rights.
o Supermajority vote requirements.
o Severance packages ("golden" and "tin" parachutes). We will support
proposals to put these packages to shareholder vote.
o Reimbursement of dissident proxy solicitation expenses. While we
ordinarily support measures that encourage takeover bids, we
believe that management should have full control over corporate
funds.
o Extension of advance notice requirements for shareholder proposals.
o Granting board authority normally retained by shareholders (e.g.,
amend charter, set board size).
o Shareholder rights plans ("poison pills"). These plans generally
allow shareholders to buy additional shares at a below-market
price in the event of a change in control and may deter some bids.
10
Capital Structure
Managements need considerable flexibility in determining the company's
financial structure, and Pioneer normally supports managements' proposals
in this area. We will, however, reject proposals that impose high barriers
to potential takeovers.
Pioneer will vote for:
o Changes in par value.
o Reverse splits, if accompanied by a reduction in number of shares.
o Share repurchase programs, if all shareholders may participate on
equal terms.
o Bond issuance.
o Increases in "ordinary" preferred stock.
o Proposals to have blank-check common stock placements (other than
shares issued in the normal course of business) submitted for
shareholder approval.
o Cancellation of company treasury shares.
We will vote on a case-by-case basis on the following issues:
o Reverse splits not accompanied by a reduction in number of shares,
considering the risk of delisting.
o Increase in authorized common stock. We will make a determination
considering, among other factors:
o Number of shares currently available for issuance;
o Size of requested increase (we would normally approve increases of up to
100% of current authorization);
o Proposed use of the additional shares; and
o Potential consequences of a failure to increase the number of shares
outstanding (e.g., delisting or bankruptcy).
o Blank-check preferred. We will normally oppose issuance of a new
class of blank-check preferred, but may approve an increase in a
class already outstanding if the company has demonstrated that it
uses this flexibility appropriately.
o Proposals to submit private placements to shareholder vote.
o Other financing plans.
We will vote against preemptive rights that we believe limit a company's
financing flexibility.
11
Compensation
Pioneer supports compensation plans that link pay to shareholder returns
and believes that management has the best understanding of the level of
compensation needed to attract and retain qualified people. At the same
time, stock-related compensation plans have a significant economic impact
and a direct effect on the balance sheet. Therefore, while we do not want
to micromanage a company's compensation programs, we will place limits on
the potential dilution these plans may impose.
Pioneer will vote for:
o 401(k) benefit plans.
o Employee stock ownership plans (ESOPs), as long as shares
allocated to ESOPs are less than 5% of outstanding shares. Larger
blocks of stock in ESOPs can serve as a takeover defense. We will
support proposals to submit ESOPs to shareholder vote.
o Various issues related to the Omnibus Budget and Reconciliation Act
of 1993 (OBRA), including:
o Amendments to performance plans to conform with OBRA;
o Caps on annual grants or amendments of administrative features;
o Adding performance goals; and
o Cash or cash-and-stock bonus plans.
o Establish a process to link pay, including stock-option grants, to
performance, leaving specifics of implementation to the company.
o Require that option repricings be submitted to shareholders.
o Require the expensing of stock-option awards.
o Require reporting of executive retirement benefits (deferred
compensation, split-dollar life insurance, SERPs, and pension
benefits).
o Employee stock purchase plans where the purchase price is equal to
at least 85% of the market price, where the offering period is no
greater than 27 months and where potential dilution (as defined
below) is no greater than 10%.
12
We will vote on a case-by-case basis on the following issues:
o Executive and director stock-related compensation plans. We will
consider the following factors when reviewing these plans:
o The program must be of a reasonable size. We will approve plans
where the combined employee and director plans together would
generate less than 15% dilution. We will reject plans with 15% or
more potential dilution.
Dilution = (A + B + C) / (A + B + C + D), where
A = Shares reserved for plan/amendment,
B = Shares available under continuing plans,
C = Shares granted but unexercised and
D = Shares outstanding.
o The plan must not:
o Explicitly permit unlimited option repricing authority or that
have repriced in the past without shareholder approval.
o Be a self-replenishing "evergreen" plan, plans that grant
discount options and tax offset payments.
o We are generally in favor of proposals that increase participation beyond
executives.
o We generally support proposals asking companies to adopt rigorous
vesting provisions for stock option plans such as those that vest
incrementally over, at least, a three- or four-year period with a pro
rata portion of the shares becoming exercisable on an annual basis
following grant date.
o We generally support proposals asking companies to disclose their
window period policies for stock transactions. Window period policies
ensure that employees do not exercise options based on insider
information contemporaneous with quarterly earnings releases and other
material corporate announcements.
o We generally support proposals asking companies to adopt stock holding
periods for their executives.
o All other employee stock purchase plans.
o All other compensation-related proposals, including deferred
compensation plans, employment agreements, loan guarantee programs
and retirement plans.
o All other proposals regarding stock compensation plans, including
extending the life of a plan, changing vesting restrictions,
repricing options, lengthening exercise periods or accelerating
distribution of awards and pyramiding and cashless exercise
programs.
13
We will vote against:
o Pensions for non-employee directors. We believe these retirement
plans reduce director objectivity.
o Elimination of stock option plans.
We will vote on a case-by case basis on these issues:
o Limits on executive and director pay.
o Stock in lieu of cash compensation for directors.
Corporate Governance
Pioneer will vote for:
o Confidential Voting.
o Equal access provisions, which allow shareholders to contribute
their opinion to proxy materials.
o Proposals requiring directors to disclose their ownership of shares
in the company.
We will vote on a case-by-case basis on the following issues:
o Change in the state of incorporation. We will support
reincorporations supported by valid business reasons. We will
oppose those that appear to be solely for the purpose of
strengthening takeover defenses.
o Bundled proposals. We will evaluate the overall impact of the
proposal.
o Adopting or amending the charter, bylaws or articles of association.
o Shareholder appraisal rights, which allow shareholders to demand
judicial review of an acquisition price.
We will vote against:
o Shareholder advisory committees. While management should solicit
shareholder input, we prefer to leave the method of doing so to
management's discretion.
o Limitations on stock ownership or voting rights.
o Reduction in share ownership disclosure guidelines.
14
Mergers and Restructurings
Pioneer will vote on the following and similar issues on a case-by-case
basis:
o Mergers and acquisitions.
o Corporate restructurings, including spin-offs, liquidations, asset
sales, joint ventures, conversions to holding company and
conversions to self-managed REIT structure.
o Debt restructurings.
o Conversion of securities.
o Issuance of shares to facilitate a merger.
o Private placements, warrants, convertible debentures.
o Proposals requiring management to inform shareholders of merger
opportunities.
We will normally vote against shareholder proposals requiring that the
company be put up for sale.
Mutual Funds
Many of our portfolios may invest in shares of closed-end mutual funds or
exchange-traded funds. The non-corporate structure of these investments
raises several unique proxy voting issues.
Pioneer will vote for:
o Establishment of new classes or series of shares.
o Establishment of a master-feeder structure.
Pioneer will vote on a case-by-case on:
o Changes in investment policy. We will normally support changes
that do not affect the investment objective or overall risk level
of the fund. We will examine more fundamental changes on a
case-by-case basis.
o Approval of new or amended advisory contracts.
o Changes from closed-end to open-end format.
o Authorization for, or increase in, preferred shares.
o Disposition of assets, termination, liquidation, or mergers.
o Classified boards of closed-end mutual funds, but will typically
support such proposals.
15
Social Issues
Pioneer will abstain on stockholder proposals calling for greater
disclosure of corporate activities with regard to social issues. "Social
Issues" may generally be described as shareholder proposals for a company
to:
o Conduct studies regarding certain issues of public concern and
interest;
o Study the feasibility of the company taking certain actions with
regard to such issues; or
o Take specific action, including ceasing certain behavior and
adopting company standards and principles, in relation to issues
of public concern and interest.
We believe these issues are important and should receive management
attention.
Pioneer will vote against proposals calling for substantial changes in the
company's business or activities. We will also normally vote against
proposals with regard to contributions, believing that management should
control the routine disbursement of funds.
16
Item 8. Portfolio Managers of Closed-End Management Investment
Companies.
(a) If the registrant is a closed-end management investment company that
is filing an annual report on this Form N-CSR,provide the following
information:
(1) State the name, title, and length of service of the person or persons
employed by or associated with the registrant or an investment adviser
of the registrant who are primarily responsible for the day-to-day management
of the registrants portfolio (Portfolio Manager). Also state each Portfolio
Managers business experience during the past 5 years.
Other Accounts Managed by the Portfolio Managers. The table below indicates, for
each portfolio manager of the fund, information about the accounts other than
the fund over which the portfolio manager has day-to-day investment
responsibility. All information on the number of accounts and total assets in
the table is as of November 30, 2009. For purposes of the table, "Other Pooled
Investment Vehicles" may include investment partnerships, undertakings for
collective investments in transferable securities ("UCITS") and other non-U.S.
investment funds and group trusts, and "Other Accounts" may include separate
accounts for institutions or individuals, insurance company general or separate
accounts, pension funds and other similar institutional accounts but generally
do not include the portfolio manager's personal investment accounts or those
which the manager may be deemed to own beneficially under the code of ethics.
Certain funds and other accounts managed by the portfolio manager may have
substantially similar investment strategies.
--------------------- -------------------- ----------------- ------------------- ------------------ -------------------
Name of Portfolio Type of Account Number of Total Assets Number of Assets Managed
Manager Accounts Managed Managed Accounts Managed for which
for which Advisory Fee is
Advisory Fee is Performance-Based
Performance-Based
--------------------- -------------------- ----------------- ------------------- ------------------ -------------------
--------------------- -------------------- ----------------- ------------------- ------------------ -------------------
Jonathan Sharkey Other Registered 2 $267,728,000 N/A N/A
Investment
Companies
-------------------- ----------------- ------------------- ------------------ -------------------
-------------------- ----------------- ------------------- ------------------ -------------------
Other Pooled 0 0 N/A N/A
Investment Vehicles
-------------------- ----------------- ------------------- ------------------ -------------------
-------------------- ----------------- ------------------- ------------------ -------------------
Other Accounts 1 $53,388,000 N/A N/A
--------------------- -------------------- ----------------- ------------------- ------------------ -------------------
Potential Conflicts of Interest. When a portfolio manager is responsible for the
management of more than one account, the potential arises for the portfolio
manager to favor one account over another. The principal types of potential
conflicts of interest that may arise are discussed below. For the reasons
outlined below, Pioneer does not believe that any material conflicts are likely
to arise out of a portfolio manager's responsibility for the management of the
fund as well as one or more other accounts. Although Pioneer has adopted
procedures that it believes are reasonably designed to detect and prevent
violations of the federal securities laws and to mitigate the potential for
conflicts of interest to affect its portfolio management decisions, there can be
no assurance that all conflicts will be identified or that all procedures will
be effective in mitigating the potential for such risks. Generally, the risks of
such conflicts of interest are increased to the extent that a portfolio manager
has a financial incentive to favor one account over another. Pioneer has
structured its compensation arrangements in a manner that is intended to limit
such potential for conflicts of interest. See "Compensation of Portfolio
Managers" below.
o A portfolio manager could favor one account over another in allocating
new investment opportunities that have limited supply, such as initial
public offerings and private placements. If, for example, an initial
public offering that was expected to appreciate in value significantly
shortly after the offering was allocated to a single account, that
account may be expected to have better investment performance than
other accounts that did not receive an allocation of the initial
public offering. Generally, investments for which there is limited
availability are allocated based upon a range of factors including
available cash and consistency with the accounts' investment
objectives and policies. This allocation methodology necessarily
involves some subjective elements but is intended over time to treat
each client in an equitable and fair manner. Generally, the investment
opportunity is allocated among participating accounts on a pro rata
basis. Although Pioneer believes that its practices are reasonably
designed to treat each client in an equitable and fair manner, there
may be instances where a fund may not participate, or may participate
to a lesser degree than other clients, in the allocation of an
investment opportunity.
o A portfolio manager could favor one account over another in the order
in which trades for the accounts are placed. If a portfolio manager
determines to purchase a security for more than one account in an
aggregate amount that may influence the market price of the security,
accounts that purchased or sold the security first may receive a more
favorable price than accounts that made subsequent transactions. The
less liquid the market for the security or the greater the percentage
that the proposed aggregate purchases or sales represent of average
daily trading volume, the greater the potential for accounts that make
subsequent purchases or sales to receive a less favorable price. When
a portfolio manager intends to trade the same security on the same day
for more than one account, the trades typically are "bunched," which
means that the trades for the individual accounts are aggregated and
each account receives the same price. There are some types of accounts
as to which bunching may not be possible for contractual reasons (such
as directed brokerage arrangements). Circumstances may also arise
where the trader believes that bunching the orders may not result in
the best possible price. Where those accounts or circumstances are
involved, Pioneer will place the order in a manner intended to result
in as favorable a price as possible for such client.
o A portfolio manager could favor an account if the portfolio manager's
compensation is tied to the performance of that account to a greater
degree than other accounts managed by the portfolio manager. If, for
example, the portfolio manager receives a bonus based upon the
performance of certain accounts relative to a benchmark while other
accounts are disregarded for this purpose, the portfolio manager will
have a financial incentive to seek to have the accounts that determine
the portfolio manager's bonus achieve the best possible performance to
the possible detriment of other accounts. Similarly, if Pioneer
receives a performance-based advisory fee, the portfolio manager may
favor that account, whether or not the performance of that account
directly determines the portfolio manager's compensation.
o A portfolio manager could favor an account if the portfolio manager
has a beneficial interest in the account, in order to benefit a large
client or to compensate a client that had poor returns. For example,
if the portfolio manager held an interest in an investment partnership
that was one of the accounts managed by the portfolio manager, the
portfolio manager would have an economic incentive to favor the
account in which the portfolio manager held an interest.
o If the different accounts have materially and potentially conflicting
investment objectives or strategies, a conflict of interest could
arise. For example, if a portfolio manager purchases a security for
one account and sells the same security for another account, such
trading pattern may disadvantage either the account that is long or
short. In making portfolio manager assignments, Pioneer seeks to avoid
such potentially conflicting situations. However, where a portfolio
manager is responsible for accounts with differing investment
objectives and policies, it is possible that the portfolio manager
will conclude that it is in the best interest of one account to sell a
portfolio security while another account continues to hold or increase
the holding in such security.
Compensation of Portfolio Managers. Pioneer has adopted a system of compensation
for portfolio managers that seeks to align the financial interests of the
portfolio managers with those of shareholders of the accounts (including Pioneer
funds) the portfolio managers manage, as well as with the financial performance
of Pioneer. The compensation program for all Pioneer portfolio managers includes
a base salary (determined by the rank and tenure of the employee) and an annual
bonus program, as well as customary benefits that are offered generally to all
full-time employees. Base compensation is fixed and normally reevaluated on an
annual basis. Pioneer seeks to set base compensation at market rates, taking
into account the experience and responsibilities of the portfolio manager. The
bonus plan is intended to provide a competitive level of annual bonus
compensation that is tied to the portfolio manager achieving superior investment
performance and align the interests of the investment professional with those of
shareholders, as well as with the financial performance of Pioneer. Any bonus
under the plan is completely discretionary, with a maximum annual bonus that may
be in excess of base salary. The annual bonus is based upon a combination of the
following factors:
o Quantitative Investment Performance. The quantitative investment
performance calculation is based on pre-tax investment performance of
all of the accounts managed by the portfolio manager (which includes
the fund and any other accounts managed by the portfolio manager) over
a one-year period (20% weighting) and four-year period (80%
weighting), measured for periods ending on December 31. The accounts,
which include the fund, are ranked against a group of mutual funds
with similar investment objectives and investment focus (60%) and a
broad-based securities market index measuring the performance of the
same type of securities in which the accounts invest (40%), which, in
the case of the fund, is the Barclays Capital High Yield Bank Loan
Performing Index. As a result of these two benchmarks, the performance
of the portfolio manager for compensation purposes is measured against
the criteria that are relevant to the portfolio manager's competitive
universe.
o Qualitative Performance. The qualitative performance component with
respect to all of the accounts managed by the portfolio manager
includes objectives, such as effectiveness in the areas of teamwork,
leadership, communications and marketing, that are mutually established
and evaluated by each portfolio manager and management.
o Pioneer Results and Business Line Results. Pioneer's financial
performance, as well as the investment performance of its investment
management group, affect a portfolio manager's actual bonus by a
leverage factor of plus or minus (+/-) a predetermined percentage.
The quantitative and qualitative performance components comprise 80% and 20%,
respectively, of the overall bonus calculation (on a pre-adjustment basis). A
portion of the annual bonus is deferred for a specified period and may be
invested in one or more Pioneer funds.
Certain portfolio managers may participate in other programs designed to reward
and retain key contributors. Senior executives or other key employees may be
granted performance units based on the stock price performance of UniCredit and
the financial performance of Pioneer Global Asset Management S.p.A., which are
affiliates of Pioneer. Portfolio managers also may participate in a deferred
compensation program, whereby deferred amounts are invested in one or more
Pioneer funds.
Share Ownership by Portfolio Manager. The following table indicates as of
November 31, 2009 the value, within the indicated range, of shares beneficially
owned by the portfolio manager of the fund.
---------------------------------------- -------------------------------------------------------------------
Name of Portfolio Manager Beneficial Ownership of the Fund*
---------------------------------------- -------------------------------------------------------------------
---------------------------------------- -------------------------------------------------------------------
Jonathan Sharkey A
---------------------------------------- -------------------------------------------------------------------
*Key to Dollar Ranges
A. None
B. $1 - $10,000
C. $10,001 - $50,000
D. $50,001 - $100,000
E. $100,001 - $500,000
F. $500,001 - $1,000,000
G. Over $1,000,000
Item 9. Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrants equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781). Instruction to paragraph (a). Disclose
all purchases covered by this Item, including purchases that do not
satisfy the conditions of the safe harbor of Rule 10b-18 under the
Exchange Act (17 CFR 240.10b-18), made in the period covered by the
report. Provide disclosures covering repurchases made on a monthly basis.
For example, if the reporting period began on January 16 and ended on
July 15, the chart would show repurchases for the months from January 16
through February 15, February 16 through March 15, March 16 through
April 15, April 16 through May 15, May 16 through June 15, and June 16
through July 15.
During the period covered by this report, there were no purchases
made by or on behalf of the registrant or any affiliated purchaser
as defined in Rule 10b-18(a)(3) under the Securities Exchange Act
of 1934 (the Exchange Act), of shares of the registrants equity
securities that are registered by the registrant pursuant to
Section 12 of the Exchange Act.
Item 10. Submission of Matters to a Vote of Security Holders.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrants board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G)
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrants board of
directors since the registrant last provided disclosure in response
to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14(A) in
its definitive proxy statement, or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, about the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR
270.30a-2(c))) based on their evaluation of these controls and procedures as of
a date within 90 days of the filing date of the report that includes the
disclosure required by this paragraph.
The Principal Executive and Financial Officers concluded
that the Registrant's Disclosure Controls and Procedures are
effective based on the evaluation of the Disclosure Controls
and Procedures as of a date within 90 days of the filing date
of this report.
During the filing period of the report, fund management
identified a significant deficiency relating to the execution
of an existing control relating to the sub-adviser's review of
portfolio holdings. This deficiency did not materially
impact the accuracy of the fund's financial statements
attached in Item 1. There was no material impact to the
shareholders and fund management discussed this matter
with the Registrant's Audit Committee and auditors. The
control structure has been altered as disclosed in Item 11(b)
below.
(b) Disclose whether or not there were significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
There have been no significant changes in the Registrant's
internal control over financial reporting that occurred during the
Registrant's second fiscal quarter covered by this report that
have materially affected, or are reasonably likely to
materially affect, the Registrant's internal control over
financial reporting.
As referenced above, on November 11, 2008, the Board of
Trustees determined not to continue the investment sub-
advisory agreement with the sub-adviser. The sub-advisory
agreement terminated in accordance with its terms on
December 31, 2008. On January 1, 2009, the Registrant's
investment adviser assumed full responsibility for the day-
to-day investment management of the Registrant and
therefore the former sub-adviser's controls no longer affect
the Registrant's internal controls over financial reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(b) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2 under the Act
(17 CFR 270.30a-2).
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Floating Rate Trust
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date January 29, 2010
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date January 29, 2010
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer
Date January 29, 2010
* Print the name and title of each signing officer under his or her signature.